Terms of Use – Diono Publisher Agreement | Diono US

Terms of Use - Diono Publisher Agreement

Publisher Service Agreement

In order to maintain a high quality network, DIONO LLC (DIONO) requires that all Publishers’ execute and comply with this Publisher Service Agreement. By completing and submitting this form you, as a Publisher, agree to all terms of this Publisher Service Agreement, including but not limited to the following obligations:

  • Not to mislead others;
  • Not to use promotional means that contain objectionable content, including but not limited to content that is misleading, libelous, defamatory, obscene, violent, bigoted, hate-oriented, illegal, and/or thst promotes illegal goods, services or activities;
  • Not to engage in and/or facilitate spamming, indiscriminate advertising or unsolicited commercial email; and/or
  • Not to use content , terms, or other matter that infringes on DIONO’s, or a third party’s proprietary rights, including trademarks or copyrights.

The effective date of this Publisher Service Agreement is the date on which you check the below box and click through the acceptance button..

Introduction
This Publisher Service Agreement (“Agreement”) is made by and agreed to between DIONO, located at 14810 Puyallup St E, Suite 200, Sumner Wa 98390 and You (hereinafter “You”or “Publisher”). As a Publisher affiliate of DIONO, You will create content and/or use other promotional materials and methods to drive traffic to DIONO‘s or third party websites or retailers and thereby earn financial compensation (“Payouts”) from DIONO for “Transactions” by Visitors. A “Visitor” is any person or entity that is not the Publisher or the Publisher’s agent. A ‘Transaction“ occurs when a Visitor uses content or promotions created by Publisher to access a website through an Internet connection (“Link”) to the Web site or Web site content operated by DIONO. DIONO shall compensate the Publisher, in accordance with this Agreement and the Program Payout specifications.
1. Participation in Programs.
(a) Acceptance by DIONO. During this Agreement You may apply to DIONO Programs for the opportunity to earn Payouts by promoting DIONO in accordance with the DIONO’s Program terms and complying with this Agreement. Upon approval byDIONO for acceptance into its Program, You may display (and remove) Links to DIONO’s Web site or Web site content in accordance with the DIONO’s Program terms and this Agreement. DIONO’s acceptance of You extends only to the entity, or individual, that enters into this Agreement with DIONO.
(b) Program Terms. The details of DIONO’s Program shall be available through the Network Service. Transactions qualifying for a Payout are defined by DIONO. DIONOs may change any Payout rate upon 7 days written notice through the Network Service with effect from the 8th day (or such later date as specified by DIONO).
(c) Prohibited Uses of Links.
(i) Locations. You may not place Links to an DIONO’s Web site or Web site content in third party newsgroups, message boards, blogs, unsolicited email and other types of spam, link farms, counters, chatrooms, or guestbooks. Publishers using IRC channels, instant messages or similar Internet resources must designate their program as special, requiring manual review and acceptance by the DIONO.
(ii) Non-Bona Fide Transactions. You must promote DIONO such that You do not mislead the Visitor, and such that the Links deliver bona fide Transactions by the Visitor to DIONO from the Link. You shall not cause any Transactions to be made that are not in good faith, including, but not limited to, using any device, program, robot, Iframes, or hidden frames. You may or may not be compensated for Transactions where You or Your agent are the Visitor. Multiple Leads from the same individual, entity or IP address may be considered non-bona fide Transactions. You shall not earn Payouts for non-bona fide Transactions.
(iii) Infringement. You represent and warrant that all content and promtional materials and methods You create and use in connection with this Agreement are original and that none of Your promotional activities, materials or content will infringe DIONO’s proprietary rights (including but not limited to trademark rights), or a third party’s proprietary rights, including any trademarks or copyrights..
(e) Updating Links. If Links to DIONO are not dynamically updated through the Network Service, upon notification You are obligated to update an DIONO’s Links in order to earn Payouts.
(f) Emails. You understand, acknowledge and accept that systems, partners’ systems and/or third party systems may and has/have the right granted by You to send emails and other communications to You on behalf of DIONO, and other partners and affiliates, including solicitation and service solicitation emails. You may have the ability to change some of Your email settings and preferences.
2. Publisher Obligations to DIONO.
(a) Accurate, Up-to-Date Information. You agree to provide DIONO with accurate information about You and Your content and promotional methods, and to maintain up-to-date “Account” information (such as contact information, Web sites used, etc.). In Your Account, You must accurately, clearly and completely describe all promotional methods by selecting the appropriate descriptions and providing additional information when necessary. Some promotional methods will be designated by the system as “special”. Special programs are linked to promotional methods and practices considered unique and require manual approval and acceptance by DIONO which reserves the right to define any program as special.
(b) Use of Links. You represent and warrant that no content or promotional materials or mehtods used by You will contain objectionable content (including but not limited to content that is misleading, libelous, defamatory, obscene, violent, bigoted, hate-oriented, illegal, and/or promoting illegal goods, services or activities), and that You will not mislead others. You agree to: (i) use ethical and legal business practices, (ii) comply with the DIONOs’ Program terms and this Agreement, (iii) maintain a privacy policy on Your Web site and for any non-Web site based promotional method made available to Visitors, and (iv) designate Your Publisher Account as “special” if You promote an DIONO by any means other than displaying a Link to the DIONO on Your Web site. DIONO must approve all of Your promotional activities and may deem Your promotional activities inappropriate and a material breach of this Agreement in DIONO’s sole discretion.Any suspected fraudulent, abusive or otherwise illegal content or activity by You , or that is perpetrated through use of the Network Service, is grounds for immediate termination of this Agreement or deactivation of Your Account.
(c) Promotional Methods. You represent and warrant that You will not engage in and/or facilitate spamming, indiscriminate advertising or unsolicited commercial email or otherwise fail to comply with the CAN SPAM Act of 2003 (Public Law 108-187 or any successor legislation), and/or any other laws and/ or regulations that govern email marketing and/or communications. You represent and warrant that You will not engage in pop-up or pop-under advertising using any means involving third party properties and/or services (software). Pop up/unders are acceptable on a first party basis only when triggered by Your site content /site visit or by downloadable software applications for which You are the owner/operator. Pop up/unders delivered through downloadable software cannot engage in means that force clicks or perform redirects, or pop over a pay-per-click listing or natural search results. Pop up/unders must honor the the ANAor DIONOr Code of Conduct requirements (as such requirements may be modified from time to time), including but not limited to: (i) installation requirements, (ii) enduser agreement requirements, (iii) afsrc=1 requirements, (iv) requirements prohibiting usurpation of a Transaction that might otherwise result in a Payout to another Publisher (e.g. by purposefully detecting and forcing a subsequent click-through on a link of the same DIONO) and (v) non-interference with competing DIONO/ publisher referrals.
(d) Personally Identifiable Information of Visitors. You represent and warrant that You will not enable the Tracking Code to collect personally identifiable information of Visitors.
(e) Privacy. You must conspicuously post Your privacy policy on Your Web site and otherwise make it available to all Visitors. Your privacy policy must comply with all laws and regulations regarding the privacy of Visitor information, be commercially reasonable, and fully and accurately disclose Your collection and use of Visitor information. You must fully and accurately disclose Your use of third party technology, including tracking technology, use of cookies and options for discontinuing use of such cookies.
(f) Applicable Codes and Code Maintenance. In order for DIONO to record the tracking of Visitors’ Transactions resulting from clicks on Links to DIONOs promoted by You, You must include and maintain a DIONO “Tracking Code” within the DIONO’s Links. All DIONO Links and all advertisements (“Ad Content”) must be in a Network Service compatible format.
(g) Usage and Security of Account. You shall be responsible for all usage and activity on Your account and for loss, theft or unauthorized disclosure of Your password (other than through DIONO’s negligent or willful conduct or omission). You shall provide DIONO with prompt written notification of any known or suspected unauthorized use of Your Account or breach of the security of Your Account.
3. DIONO’s Services.
(a) Tracking Transactions and Payouts. DIONO shall determine (where possible) actual Payouts that should be credited to Your Account. DIONO may, in DIONO’s sole discretion, apply an estimated amount of Payouts, if: (i) You are referring Visitors to DIONO as verified by clicks through Links to DIONO with DIONO Tracking Code, (ii) where there is an error in DIONO’s transmission of Tracking Code data to DIONO, and (iii) where DIONO is able to utilize a historical analysis of Your promotion of DIONO to determine an equitable amount of estimated Payouts.
(b) Charge-backs. DIONO may apply a debit to Your Account in an amount equal to a Payout previously credited to Your Account in circumstances of : (i) product returns; (ii) duplicate entry or other clear error; (iii) non-bona fide Transactions; (iv) non-receipt of payment from, or refund of payment to, the Visitor by the DIONO; or (v) Publisher failure to comply with DIONO’s Program terms or other agreement with DIONO (“Charge-back”). Charge-backs may be applied to Your Account at any time, including previous payment cycles.
(c) Access to Tracking and Reporting Tools. DIONO may provide You with access to tracking and reporting tools, and support services. From time to time DIONO may offer optional services for a fee. Fees for such optional services are at DIONO’s then-current published rates or as may be quoted by DIONO, and are payable in advance or may be off-set against Your positive Account balance (at DIONO’s discretion). Tracking detail regarding Visitor Transactions is not available on a real-time basis and there may be reporting delays regarding Transactions. DIONO may make available, for fees that DIONO shall publish from time-to-time, enhanced reporting capabilities and other services that are not included in the standard Network Service.
(d) Support. Support for your program is available on-line through the “Contact Us” area in the DIONO Account Manager, which allows You to categorize and describe Your issue. Online help also allows You to check the status of all issues through the “Check Question Status” feature. Phone support may also be available during operating hours, except holidays.
(e) Facilitating Payment of Payouts. Subject to other provisions in this Agreement, DIONO shall credit Your Account with a Payout for each qualifying Transaction in accordance with the DIONO’s Payout rate and Program terms for the relevant Transaction. On or about the 20th day of each calendar month, DIONO will issue to You any positive balance in Your Account for Transactions reported for the previous month, provided Your Account balance exceeds the required “Minimum Account Balance.” DIONO shall have no obligation to make payment of any Payouts for which DIONO has not received payment of all monies due to DIONO.. Your recourse for any earned Payouts not paid to You shall be to make a claim against DIONO, The number or amount of Transactions, credits for Payouts, and debits for Charge-backs, as calculated by DIONO, shall be final and binding on You.
(f) Dormant Accounts. If Publisher’s Account has not been credited with a valid, compensable Transaction that has not been Charged-back during any rolling, six consecutive calendar month period (“Dormant Account”), a dormant account fee at DIONO’s then-current rate shall be applied to Publisher’s Account each calendar month that Publisher’s Account remains an open until Your Account balance reaches a zero balance, at which time the Account shall become deactivated. Transactions will not be counted if the Transaction subsequently becomes a Charge-back.
(g) Negative Accounts. You may have a negative balance if Your Account is debited amounts equivalent to previous Payouts for Charge-backs and You do not have an adequate Account balance to cover the Charge-back amounts. When You have a negative balance, You must immediately remit payment to DIONO in an amount sufficient to bring Your Account to a zero balance, or Your Account is subject to 1.5% interest per month, compounded monthly.
4. Proprietary Rights.
(a) Linking to DIONO. For each DIONO Program that You have been accepted to, DIONO is granting to You the right to display and Link to the DIONO Web site or Web site content in accordance with DIONO’s Program terms for the limited purposes of Promoting the DIONO’s Programs and products,, subject to the terms and conditions of this Agreement. Your use of the Link signifies Your agreement to refrain from copying or modifying any icons, buttons, banners, graphics files or content contained in the Link, including but not limited to refraining from removing or altering any copyright or trademark notices. As between DIONO and Publisher, DIONO owns all rights in and to all information regarding the Visitors that You refer to DIONO.
(b) DIONO’s Use of Your Marks. You authorize DIONO to utilize Your name ,trademarks, service marks, tradenames, and/or copyrighted material that You provide to DIONO through Your participation in the Network Services.
(c) Your Use of DIONO’s Proprietary Rights. You agree that Your use of any DIONO Web site (such as www.DIONO.com) and Your use of any DIONO trademarks, service marks, tradenames, and/or URLs inures soley to the benefit of DIONO and is subject to the license and terms of use that are available from DIONO‘S Web site (“Terms of Use”). You explicitly agree not to adopt or use in any manner outside of the Ageement any trademarks, service marks, tradenames, and/or URLs that are the same or confusingly similar to, or are combined with, those of DIONO.
(d) Retention of Rights. All proprietary rights of DIONO, or any third party and all goodwill arising from your use of such rights, inure to the benefit of DIONO or such owner.
(e) No Challenge to /DIONO’s Proprietary Rights. You acknowledge that You obtain no proprietary rights in DIONO’s trademarks, service marks, tradenames, URLs, copyrighted material, patents, and patent applications, and agree not to challenge DIONO’s proprietary rights.
(f) Data Ownership. You understand that all personally identifiable information, if any, provided by Visitors through the Tracking Code or in response to an advertisement or request for information and/or any or all reports, results, and/or information created, compiled, analyzed and/or derived by DIONO from such data is the sole and exclusive property of DIONO and DIONO Companies (defined below) and is considered DIONO’s Confidential Information pursuant to this Agreement. DIONO and any divisions, subsidiaries and affiliates of Conversant, Inc. (the “DIONO Companies”) and/or its DIONOs, in their sole discretion, shall have the right to use, market and re-market any Visitors and/or data without further obligation to You. You shall not make any use of, copy, make derivative works from, sell, transfer, lease, assign, redistribute, disclose, disseminate, or otherwise make available in any manner, such data or Visitors, or any portion thereof, to any third-party.
5. Confidentiality.
(a) Obligations. You or DIONO may provide the other with information that is confidential and proprietary to the disclosing party or that is reasonably understood to be proprietary and/or confidential (“Confidential Information”). The receiving party agrees to make commercially reasonable efforts, but in no case no less effort than it uses to protect its own Confidential Information, to maintain the confidentiality of and to protect any proprietary interests of the disclosing party. Confidential Information shall not include (even if designated by a party) information: (i) that is or becomes part of the public domain through no act or omission of the receiving party; (ii) that is lawfully received by the receiving party from a third party without restriction on use or disclosure and without breach of this Agreement or any other agreement without knowledge by the receiving party of any breach of fiduciary duty, or (iii) that the receiving party had in its possession prior to the date of this Agreement. Upon termination of this Agreement, You must destroy or return to DIONO any Confidential Information provided by DIONO to You under this Agreement.
(b) Provision of Information to Third Parties. You agree that DIONO may, provide Your email address(es) and basic Publisher Account detail (including but not limited to Your address, phone and fax number, Web site name, the date the website or subscription email first entered into operation, and visitor demographics) to third parties as neccessary in connection with its business.. DIONO may provide any and all Visitor, Transaction and/or Tracking Code data to any third party in DIONO’s sole discretion, including but not limited to all regulatory, legislative and judicial bodies, and pursuant to allegations and claims of proprietary rights infringement.
6. Term, Termination, Deactivation and Notices.
(a) Term. This Agreement shall commence upon Your indication that You have accepted this Agreement by providing the required information and ‘clicking through’ the acceptance button on the DIONO Web site and shall continue until terminated in accordance with the terms of this Agreement. This Agreement may be terminated by either party upon 15 days’ notice. This Agreement may be terminated immediately by DIONO if You breach of this Agreement. Your Account may be deactivated and/or Payouts may be withheld during investigation of breach of this Agreement. If this Agreement is terminated based upon Your breach, You shall not be eligible to enter into a new click-through Publisher Service Agreement with DIONO, and any attempt to do so shall be null and void.
(b) Termination or Deactivation by DIONO. DIONO may terminate You, one of Your Web sites, or Your use of a promotional method, from DIONO’s Program, at any time in DIONO’s sole discretion. Breach of any Section of this Agreement is cause for immediate termination from DIONO’s Program and/or termination of this Agreement, and may result in Charge-back of one or more Payouts. DIONO may temporarily deactivate or terminate Your Account if: (i) You or Your agent are responsible for the improper functioning of Ad Content, or if You otherwise interfere with and/or fail to maintain the Tracking Code; (ii) Your Account has not been logged into and/or there have been no Transactions credited to Your Account for any 30 day period; (iii) You maintain a negative balance in Your Account; (iv) DIONO determines You are diluting, tarnishing or blurring DIONO’s proprietary rights; (v) You begin proceedings to challenge DIONO’s proprietary rights; or (vi) a third party (including a DIONO DIONO) disputes Your right to use any Link, domain name, trademark, service mark, trade dress, or right to offer any service or good offered on Your Web site, or through any of Your promotional means. Upon termination of this Agreement, or in case of deactivation of Your Account, You shall no longer accrue Payouts in Your Account, including but not limited to subsequent sales and/or Leads for click-throughs that occurred prior to termination.
(d) Termination of Programs and Offers. Programs and Offers may be discontinued at any time.
(e) Notices. Except as provided elsewhere herein, both parties must send all notices relating to this Agreement via first class registered mail, or courier at the addresses set forth below..
(f) Post-termination. Upon termination of this Agreement, any outstanding payments shall be paid by DIONO to You within 60 days of the termination date, and any outstanding debit balance shall be paid by You to DIONO within 60 days of termination of this Agreement. All payments are subject to recovery for Charge-backs. Upon termination of this Agreement, any permissions granted under this Agreement will terminate, and You must immediately remove all Links to DIONO websites or to websites of others relating to DIONO products
7. Representations, Warranties, Disclaimers and Limitations.
(a) Business Operations. DIONO will make reasonable commercial efforts to keep its Web site operational during normal business hours. However, the parties agree that it is normal to have a certain amount of system downtime and agree not to hold DIONO liable for any of the consequences of such interruptions. DIONO may modify the Network Service, or discontinue providing the Network Service, or any portion thereof, at any time.
(b) Authority. Each party represents and warrants to the other party as to itself that the person executing this Agreement is authorized to do so on such party’s behalf. IF YOU ARE AN INDIVIDUAL, YOU REPRESENT AND WARRANT THAT YOU WERE AT LEAST 18 YEARS OF AGE ON THE EFFECTIVE DATE OF THIS AGREEMENT.
(c) Compliance with Laws. You are responsible for compliance with the requirements of all applicable laws in force or applicable in the United States or in any other applicable territory, and warrant that no content or promotional materials or method used by You will render DIONO liable to any proceedings for violation of such laws in any jurisdiction.
(e) Limitation of Liabilities. ANY OBLIGATION OR LIABILITY OF DIONO UNDER THIS AGREEMENT SHALL BE LIMITED TO THE TOTAL OF YOUR PAYOUTS PAID TO YOU BY DIONO UNDER THIS AGREEMENT DURING THE YEAR PRECEDING THE CLAIM. NO ACTION, SUIT OR PROCEEDING SHALL BE BROUGHT AGAINST DIONO MORE THAN ONE YEAR AFTER THE TERMINATION OF THIS AGREEMENT. YOU AGREE THAT DIONO SHALL NOT BE LIABLE TO YOU, OR ANY THIRD PARTY (INCLUDING BUT NOT LIMITED TO A CLAIM BY ANOTHER PUBLISHER OR A THIRD PARTY FOR ANY CONSEQUENTIAL, EXEMPLARY, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF GOODWILL, LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR CLAIM.
(f) Disclaimer of Warranties. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, DIONO DISCLAIMS ALL WARRANTIES IMPLIED, INCLUDING, BUT NOT LIMITED TO, (A) MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS, (B) THAT THERE ARE NO VIRUSES OR OTHER HARMFUL COMPONENTS, (C) THAT DIONO’S SECURITY METHODS WILL BE SUFFICIENT, (D) REGARDING CORRECTNESS, ACCURACY, OR RELIABILITY, OR (D) AGAINST INTERFERENCE WITH ENJOYMENT OF THE PUBLISHER’S INFORMATION OR WEB SITE. ALL ‘INFORMATION’ AND ‘COMPUTER PROGRAMS’ PROVIDED TO YOU IN THE COURSE OF THIS AGREEMENT ARE PROVIDED WITH ALL FAULTS, AND THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, AND EFFORT IS WITH YOU. DIONO IS, UNDER NO CIRCUMSTANCES, RESPONSIBLE FOR THE PRACTICES, ACTS OR OMISSIONS OF ANY third party OR PUBLISHER, OR SUCH third party OR PUBLISHER’S WEB SITE(S), AND/OR THE CONTENT OF A third party WEB SITE OR THAT AN third party MAKES AVAILABLE THROUGH THE NETWORK SERVICE.
(g) Remedies. No remedy or election shall be deemed exclusive but shall, wherever possible, be cumulative with all other remedies at law or in equity.
8. Publisher’s Indemnification Obligations. Publisher shall defend, indemnify and hold DIONO and third parties harmless against all claims, suits, demands, damages, liabilities, losses, penalties, interest, settlements and judgments, costs and expenses (including attorneys’ fees) incurred, claimed or sustained by third parties, including but not limited to , directly or indirectly as a result of (a) Publisher’s breach of or non-compliance with this Agreement, (b) Publisher’s violation of any law, or an alleged violation of law by DIONO, that is a direct or indirect result of Publisher’s use of the Network Service, (c) Publisher’s use of the Network Service, (d) Publisher’s participation in any Program, (e) any content, goods or services offered, sold or otherwise made available by Publisher to any person, (f) Publisher’s acts or omissions in using, displaying or distributing any internet links obtained from the Network Service or elsewhere, including but not limited to Publisher’s use of internet links via email distribution, (g) any claim that DIONO is obligated to pay tax obligations in connection with payment made to Publisher pursuant to this Agreement and/or any DIONO’s Program, and (h) any violation or alleged violation by Publisher of any rights of another, including breach of a person’s or entity’s intellectual property rights (each (a)-(h) individually is referred to hereinafter as a “Claim”). Should any Claim give rise to a duty of indemnification under this Section 8, DIONO shall promptly notify Publisher, and DIONO shall be entitled, at its own expense, and upon reasonable notice to Publisher, to participate in the defense of such Claim. Participation in the defense shall not waive or reduce any of Publisher’s obligations to indemnify or hold DIONO harmless. Publisher shall not settle any Claim without DIONOs prior written consent. Publisher also shall indemnify for any reasonable attorneys’ fees or other costs incurred by an indemnified party in investigating or enforcing this Section 8. In the context of this Section 8 only, the term “DIONO” shall include officers, directors, employees, corporate affiliates, subsidiaries, agents, and subcontractors.
9. Miscellaneous.
(a) Headings and References. Headings of Sections are for the convenience of reference only. Words indicated in quotes and capitalized signify an abbreviation or defined term for indicated words or terms, including those definitions contained in the opening paragraph.
(b) Third Party Disputes. In the event of a third party claim against either: (a) DIONO’s intellectual property; or (b) against DIONO’s right to offer any service or good on DIONO’s Web site(s) or if, in DIONO’s opinion, such a claim is likely, DIONO shall have the right, at its sole option and in its sole discretion, to (i) secure the right at DIONO’s expense to continue using the intellectual property or good or service; or (ii) at DIONO’s expense replace or modify the same to make it non-infringing or without misappropriation.
(c) Relationships of Parties/Third Party Rights. The relationships of the parties to this Agreement shall be solely that of independent contractors, and nothing contained in this Agreement shall be construed otherwise. Nothing in this Agreement or in the business or dealings between the parties shall be construed to make them joint venturers or partners with each other. Neither party shall do anything to suggest to third parties that the relationship between the parties is anything other than that of independent contractor. You agree that Your consent is not necessary to modify any DIONO Service Agreement.
(d) Choice of Law/Attorneys’ Fees. This Agreement is governed by the laws of the State of Washington without respect to choice of law rules, and the parties consent to exclusive jurisdiction and venue in the state and federal courts in Seattle , Washington for such purpose. The parties consent to such venue and jurisdiction and waive any right to a trial by jury. The application of the United Nations Convention on the International Sale of Goods is expressly excluded. A party that primarily prevails in an action brought under this Agreement is entitled to recover from the other party its reasonable attorneys’ fees and costs.
(e) Force Majeure. 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, default due to Internet disruption (including without limitation denial of service attacks), riots, insurrection, acts of terrorism, war (or similar), fires, flood, earthquakes, explosions, and other acts of God.
(f) Severability/Waiver. If any provision of this Agreement is held by any court of competent jurisdiction to be illegal, null or void or against public policy, the remaining provisions of this Agreement shall remain in full force and effect. The parties shall in good faith attempt to modify any invalidated provision to carry out the stated intentions in this Agreement. The waiver of any breach of any provision under this Agreement by any party shall not be deemed to be a waiver of any preceding or subsequent breach, nor shall any waiver constitute a continuing waiver.
(g) Assignment and Acknowledgement. You may not assign this Agreement without the prior express written permission of DIONO. Notwithstanding the foregoing, DIONO’s consent shall not be required for assignment or transfer made by You (1) due to operation of law, or (2) to an entity that acquires substantially all of Your stock, assets or business, or (3) to a related entity (e.g. parent or subsidiary of parent).
(h) Marketing. Publisher agrees that DIONO may identify Publisher in client lists and may use Publisher’s name and/or logo solely for such purpose in its marketing materials. Any other uses of Publisher’s name and/or logo not otherwise described or contemplated herein shall require Publisher’s prior written consent.
(j) Entire Agreement, and Amendment. This Agreement, including the Introduction, contains the entire understanding and agreement of the parties and there have been no promises, representations, agreements, warranties or undertakings by either of the parties, either oral or written, except as stated in this Agreement. This Agreement may only be altered, amended or modified by an instrument that is assented to by each party to this Agreement by verifiable means, including without limitation by written instrument signed by the parties or through a “click through” acknowledgement of assent. No interlineations to this Agreement shall be binding unless initialed by both parties. Notwithstanding the foregoing, DIONO shall have the right to change, modify or amend (“Change”) this Agreement, in whole or in part, by posting a revised Agreement at least 14 days prior to the effective date of such Change. Your continued use of the Network Service after the effective date of such Change shall be deemed Your acceptance of the revised Agreement.

DIONO LLC
14810 Puyallup St E , suite 200,Sumner Wa 98390