The AD Leaf Marketing Firm, LLC Website Terms of Use
Last Modified: September 4th, 2024
PLEASE READ THESE WEBSITE TERMS OF USE CAREFULLY.
Welcome to the Terms of Use for The AD Leaf Marketing Firm, LLC websites (the “Terms and Conditions”). These Terms apply to the website located at theadleaf.com, its subsidiaries, and any related software used or created by The AD Leaf Marketing Firm, LLC during the duration of a contractual agreement (each a “Site”). The AD Leaf Marketing Firm, LLC (“we” or “us”) operates each Site to provide online access to information about the company, including the products, services, and opportunities we offer.
1. Acceptance of Terms
By accessing and using a Site, you agree to these Terms of Use and our Privacy Policy. Please note that the use of The AD Leaf Marketing Firm, LLC’s services (free or paid) is governed by our Terms and Conditions.
2. Changes to Terms
We reserve the right to modify these Terms and Conditions at any time without prior notice. Your continued use of a Site following any modification signifies your acceptance of and agreement to follow and be bound by the modified Terms of Use. The last revision date of these Terms of Use will be indicated at the top of this page, so please check back regularly for updates.
Since these Terms of Use govern your use of the Site, please review them thoroughly, paying special attention to the following sections:
- Permitted Use of the Site
- Prohibited Use of the Site
- Copyrights and Trademarks
- Information and Materials You Post or Provide
- Links to Third-Party Websites
- Downloading Files
- Disclaimers; Limitations of Liability
- Indemnification
- Additional Terms
- General Provisions
- Additional Terms
- General provisions
- Legal Fees
- Recover of Monies Owed
- Chargeback Fraud
- Non-payment and Service Suspension
- Improper Cancellation
- Cost Overages
- Transferability of Contracts
- Website Migration
- Cooperation
- Intellectual Property
- Confidentiality
- Merger
- Reliance
- Assignment
- Notice
- Severance
- Consent
- Successors
- Authority
- Counterparts
- Voluntariness
- Construction
- Collections
- Damages
- Limitations of Liability
3. Permitted Use of the Site
You are authorized to access and use the website, along with all associated information, writings, images, and other content (collectively referred to as the “Content”), exclusively for your personal, non-commercial purposes, and solely to learn about The AD Leaf Marketing Firm, LLC, its products, services, and opportunities. All use of the website and Content must be in strict compliance with these Terms of Use.
4. Prohibited Use of the Site
By accessing this website, you expressly agree to the following prohibitions:
- Compliance with Terms: You shall not use the website in any manner that contravenes these Terms and Conditions.
- Adherence to Policy: You shall comply with The AD Leaf Marketing Firm, LLC’s Acceptable Use Policy, located at theadleaf.com/acceptable-use-policy.
- Restriction on Site Manipulation: You are prohibited from copying, modifying, creating derivative works from, reverse engineering, or attempting to discover any source code of the website. You are also prohibited from permitting any third party to engage in such activities.
- Prohibition on Commercial Exploitation: You shall not sell, assign, sublicense, distribute, commercially exploit, grant a security interest in, or transfer any rights to the Content or website in any manner.
- Ban on Automated Access: You shall not use or deploy any automated systems, including but not limited to “robots,” “spiders,” or “offline readers,” to access the website in a manner that generates more requests to the servers than a human can reasonably produce using a standard web browser.
- Prevention of Site Impairment: You shall not use the website in any manner that could damage, disable, overburden, or impair the website or interfere with any other party’s use and enjoyment of the website.
- No Mirroring or Framing: You are expressly prohibited from mirroring or framing the website or any portion thereof on any other website or web page.
- Unauthorized Access: You shall not attempt to gain unauthorized access to the website, its servers, or any associated systems or networks.
- Interface Restriction: You shall access the website exclusively through the interface provided by The AD Leaf Marketing Firm, LLC.
- Compliance with Law: You shall not use the website for any purpose or in any manner that is unlawful or prohibited by these Terms and Conditions.
Legal Consequences: Any unauthorized use of the Content or the website is strictly prohibited and may constitute a violation of applicable patent, copyright, trademark, and other laws, which may result in legal action against you.
5. Copyrights and Trademarks
Each website operated by The AD Leaf Marketing Firm, LLC (each, a “Site”) is built upon proprietary technology owned by The AD Leaf Marketing Firm, LLC and includes all related content (the “Content”). Each Site is safeguarded by applicable intellectual property laws, including but not limited to copyright and trademark laws. All intellectual property rights associated with each Site and its Content are exclusively owned by The AD Leaf Marketing Firm, LLC or its licensors, as applicable.
The AD Leaf Marketing Firm, LLC retains all copyrights in the Content. Unless explicitly permitted by a Site, you are strictly prohibited from copying, reproducing, modifying, publishing, uploading, posting, transmitting, performing, or distributing the Content in any form or by any means. Furthermore, you agree not to modify, rent, lease, loan, sell, distribute, transmit, broadcast, or create derivative works based on the Content or any Site, in whole or in part, without the prior written authorization of The AD Leaf Marketing Firm, LLC.
The trademarks, including but not limited to logos and other marks used on the Sites, are the sole property of The AD Leaf Marketing Firm, LLC. Additionally, the appearance, layout, color scheme, and design of the theadleaf.com site are protected trade dress. You do not receive any rights or licenses to use any trademarks, trade dress, or other intellectual property of The AD Leaf Marketing Firm, LLC by virtue of accessing or using the Sites.
Any suggestions or feedback you provide regarding a Site or our services may be utilized and incorporated by The AD Leaf Marketing Firm, LLC into the Sites or services without any obligation of payment or further condition.
Pursuant to Title 17 of the United States Code, Section 512(c)(2), all notifications of claimed copyright infringement related to any Site or service must be directed to The AD Leaf Marketing Firm, LLC’s designated Copyright Agent. Detailed instructions for submitting such notifications are provided in the “Claims of Copyright Infringement” section below.
6. Information and Materials You Post or Provide
By submitting materials to a Site or to The AD Leaf Marketing Firm, LLC (“Materials”), you represent and warrant that:
- Ownership and Rights: You possess all necessary rights, title, and interest in and to the Materials. This includes obtaining any required consents, authorizations, releases, clearances, or licenses from third parties (such as those related to rights of privacy or publicity) necessary to provide, post, upload, input, or submit the Materials.
- Non-Infringement: The Materials do not infringe upon or violate any patent, copyright, trademark, trade secret, right of privacy, right of publicity, moral rights, or other intellectual property rights recognized by any jurisdiction. Additionally, the Materials do not breach any agreement with any third party.
- Grant of Rights: You grant The AD Leaf Marketing Firm, LLC all rights, licenses, and permissions necessary to display, reproduce, and disseminate the Materials provided by you.
- Accuracy of Information: You affirm that you are accurately representing your identity and have not submitted any fictitious, false, or misleading information. All information contained in the Materials is true, accurate, and either your own work or work you are authorized to submit.
- Compliance with Laws: The Materials do not contain any threatening, harassing, libelous, false, defamatory, offensive, obscene, or pornographic content, or any other material that would violate applicable laws or regulations.
- No Misleading Information: You agree not to knowingly or fraudulently provide any misleading information.
By providing Materials, you further represent and warrant that such Materials comply with these Terms of Use.
7. Links to Third-Party Websites
The Site may contain links to third-party websites or information provided solely for your convenience. If you choose to use these links, you will leave the Site and be governed by the terms and privacy policies of the third-party websites. Such links do not imply any endorsement, sponsorship, or recommendation by The AD Leaf Marketing Firm, LLC of the third party, its website, or any information contained therein.
The AD Leaf Marketing Firm, LLC does not guarantee the availability or accuracy of any third-party websites linked from the Site and is not responsible or liable for the content, practices, or services of these third-party websites. Your use of any third-party websites is at your own risk, and The AD Leaf Marketing Firm, LLC disclaims all responsibility for any issues or damages that may arise from your access to or use of such third-party websites.
8. Downloading Files
The AD Leaf Marketing Firm, LLC makes no representations or warranties regarding the safety or security of files available for download from the Site. Specifically, we do not guarantee that such files are free from viruses, malware, or other harmful software code.
You are solely responsible for implementing and maintaining appropriate safeguards and security measures to protect your computer system from any potential threats. The AD Leaf Marketing Firm, LLC will not be liable for any damage to your computer system, loss of data, or other issues resulting from the download or use of files obtained through the Site.
9. Disclaimers; Limitations of Liability
The AD Leaf Marketing Firm, LLC, including its service providers, licensors, and suppliers, makes no representations or warranties regarding the suitability, reliability, availability, timeliness, security, or accuracy of the Site or the Content for any particular purpose. To the fullest extent permitted by applicable law, all information, software, products, services, Sites, and related Content are provided “as is” without any warranty or condition of any kind. The AD Leaf Marketing Firm, LLC, and its service providers, licensors, and suppliers expressly disclaim all warranties and conditions, whether express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. No statement or information, whether oral or written, obtained from The AD Leaf Marketing Firm, LLC will create any warranty not expressly stated in this agreement. The Content may contain inaccuracies or typographical errors.
To the maximum extent permitted by applicable law, The AD Leaf Marketing Firm, LLC, and its service providers, licensors, and suppliers will not be liable for any direct, indirect, punitive, incidental, special, consequential, or exemplary damages. This includes, but is not limited to, damages for loss of data, revenue, or profits, arising from or in connection with the use or performance of the Site, the delay or inability to use the Site, or any Content. This limitation applies whether the claim is based on contract, tort, negligence, strict liability, or any other legal theory, even if The AD Leaf Marketing Firm, LLC or its suppliers have been advised of the possibility of such damages. Note that some jurisdictions do not allow the exclusion or limitation of liability for certain types of damages, so the above limitation may not apply to you.
If, notwithstanding the terms of this agreement, The AD Leaf Marketing Firm, LLC is found liable for any loss, harm, or damage, you agree that the total aggregate liability of The AD Leaf Marketing Firm, LLC and its officers, directors, managers, employees, affiliates, agents, contractors, service providers, licensors, or suppliers will be limited to one hundred dollars ($100).
10. Indemnification
You agree that you are personally responsible for your conduct while using a Site. You shall indemnify, defend, and hold harmless The AD Leaf Marketing Firm, LLC, its parent companies, subsidiaries, affiliates, joint ventures, business partners, licensors, employees, agents, and any third-party information providers (collectively, “Indemnified Parties”) from and against any and all claims, demands, liabilities, losses, damages, expenses, and costs (including, but not limited to, direct, incidental, consequential, exemplary, and indirect damages), as well as reasonable attorneys’ fees and litigation costs, arising from or related to:
- Your use, misuse, or inability to use a Site or any Content.
- Any violation by you of these Terms of Use.
- Any breach by you of your representations, warranties, or obligations under these Terms of Use.
This indemnification obligation will remain in effect even after the termination of your use of the Site and these Terms of Use.
11. Additional Terms
- Profiles
- Eligibility and Compliance: By creating and maintaining a public profile on a Site, you represent and warrant that you:
- i) Are at least 18 years of age.
- ii) Provide accurate and truthful information to the best of your knowledge.
- iii) Comply with all applicable laws, regulations, and the Site’s community rules and/or code of conduct.
- Profile Management: The AD Leaf Marketing Firm, LLC reserves the right, at its sole discretion, to:
- Limit the features associated with profiles, including but not limited to, the number of connections and the ability to contact other members.
- Edit or remove any Materials you post or submit.
- Restrict or suspend your account, in part or in whole, as deemed necessary.
- You or The AD Leaf Marketing Firm, LLC may terminate or remove your profile at any time. For further details on profile management and removal, refer to the community rules and/or code of conduct provided on the Site.
- Customer Terms of Service
If you are a customer of The AD Leaf Marketing Firm, LLC, or an employee, representative, or agent of a customer, your use of The AD Leaf Marketing Firm, LLC’s services is governed by the Customer Terms of Service. These terms can be found at https://www.theadleaf.com/terms-and-conditions and are incorporated into this Agreement by reference.
- European Union Digital Services Act
Information regarding The AD Leaf Marketing Firm, LLC and the European Union Digital Services Act of 2024 is available at https://commission.europa.eu/strategy-and-policy/priorities-2019-2024/europe-fit-digital-age/digital-services-act_en. This information is provided solely for informational purposes and is not incorporated into or part of this Agreement.
12. General Provisions
- Entire Agreement:
- For Site Users: These Terms and Conditions constitute the entire agreement between you and The AD Leaf Marketing Firm, LLC regarding your use of the Site. No waiver by The AD Leaf Marketing Firm, LLC of any breach or default of these Terms of Use shall be deemed a waiver of any preceding or subsequent breach or default. All waivers must be made in writing to be effective.
- For Clients: If you are a client, the terms of your contract with The AD Leaf Marketing Firm, LLC, which includes these Terms and Conditions, govern your relationship. The contract terms supersede these Terms and Conditions where applicable.
- Correction of Errors and Inaccuracies: The Content on the Site may contain typographical errors, inaccuracies, or omissions and may not be complete or current. The AD Leaf Marketing Firm, LLC reserves the right to correct any errors, inaccuracies, or omissions and to update or modify the Content at its sole discretion and without prior notice. The AD Leaf Marketing Firm, LLC does not guarantee that any errors, inaccuracies, or omissions will be corrected.
- Governing Law/Jurisdiction/Venue: This Agreement shall be construed, interpreted and enforced in accordance with the laws of the State of Florida without regard to the principles of conflict of law thereof. The parties agree that any litigation or other dispute resolution relating to this Agreement in any way shall take place exclusively in Brevard County, Florida. The parties hereby consent and irrevocably waive all objections to the personal jurisdiction of, and the exclusive venue and forum in, the state courts in or governing Brevard County, Florida for the resolution of any dispute between the parties related to this Agreement. The parties waive the right to remove any suit to federal court.
- Anti-Waiver: The failure of any party to enforce any of its rights arising by reason of any breach of any term or condition hereof by the other party will not constitute a waiver of such breach. No custom or practice arising between the parties in the course of administering the Agreement will be construed to waive any party’s right to: (i) insist upon the performance of the other party of any term or condition in the Agreement, or (ii) exercise any rights provided to it on the account of any breach of such term or failure of such condition. Client agrees that Client’s sole and exclusive defense to payment under this Agreement shall be The AD Leaf’s failure to provide agreed-upon Services and that Client’s sole and exclusive remedy for a breach by The AD Leaf shall be an action for breach of contract. Further, if The AD Leaf offers to cure an alleged non-monetary breach of contract by providing allegedly defective or nonexistent services and the Client does not accept The AD Leaf’s offer, the Client shall not be entitled to recover damages or other relief related to same.
13. Legal Fees
In the event of a breach of contract by either party, the party in breach shall be responsible for paying all legal and attorney’s fees incurred by the non-breaching party in connection with the enforcement of this agreement. This includes, but is not limited to, fees for litigation, mediation, or arbitration, as well as any related costs necessary to protect the rights and interests of the non-breaching party.
14. Recovery of Monies Owed
In the event of non-payment or failure to fulfill financial obligations, we reserve the right to employ collections agencies or other means available to recover any outstanding amounts owed. This may include reporting the delinquent account to credit bureaus, which could impact the debtor’s credit score. By agreeing to these terms, you acknowledge and accept that any associated costs incurred during the collections process may be added to the total amount owed. You also agree to cooperate fully in the recovery process and understand that failure to pay will result in further legal action.
15. Chargeback Fraud
By using The AD Leaf’s services, Client acknowledges and agrees that any fraudulent chargeback shall be considered a material breach of this Agreement. Chargeback fraud occurs when a Client disputes a legitimate transaction with their bank or credit card issuer without valid justification. In the event of chargeback fraud, The AD Leaf may pursue all available remedies, including without limitation reporting the incident to law enforcement and credit bureaus and seeking recovery of any associated costs, fees, and losses incurred as a result of the chargeback fraud. The Client waives any and all causes of action related to the foregoing and covenants to fully cooperate in any investigation related to chargeback disputes.
16. Non-payment and Service Suspension
If the Client fails to pay any amounts owed for at least five (5) days after the due date, The Ad Leaf reserves the right to suspend all services. To reinstate services, the Client must pay a reactivation fee of $499, along with any outstanding balances. Additionally, a late payment fee will be assessed, which shall be 5% of the unpaid balance, in accordance with applicable Florida law. All amounts due, including the reactivation fee and late payment fee, must be paid in full before services are restored.
17. Improper Cancellation
Client acknowledges that this Agreement may only be canceled pursuant to the precise procedures provided herein. Any attempted cancellation which does not strictly comply with the requirements herein shall be ineffective.
18. Cost Overages
Client agrees to pay The AD Leaf $200 per hour for any services rendered which are outside the agreed-upon scope of work of this Agreement. This rate includes charges for overruns, additional meetings, phone calls, and ad hoc client requests or demands which exceed the proscribed scope of work, as well as any review, administrative, or record-keeping support performed outside the original terms of the contract. For urgent support requests, Client agrees to pay The AD Leaf an Expedited Service Fee of $395 per hour for same-day service and an Immediate Service Fee of $495 per hour for work completed within a two-hour timeframe. Client agrees that any request made via email, Basecamp, or text message shall constitute a written request under the instant section. Upon The AD Leaf’s response to and acceptance of the Client’s request, such acceptance shall be deemed an amendment to this Agreement, however, The AD Leaf shall not be required to fulfill such request unless and until Client pays all amounts owed under this Agreement and, if The AD Leaf so requests, paying any additional amounts relative to the request. The fee for such request shall default to the standard contract rate provided in this Agreement unless the request is an expedited or immediate request.
Client further agrees that additional charges shall accrue for various reasons, including without limitation:
Change Orders – where work is added to the original scope of work.
Overages – additional fees incurred due to factors such as failure or lack of communication, pausing and/or stopping production, or the necessity for additional resources or specialists.
Additional Assets – The AD Leaf anticipates a reasonable amount of project materials, resources, and/or assets necessary for the successful completion of the project. The Client is liable for any additional assets if quantities exceeding the initial estimate are procured at the Client’s request.
Scope Creep – when the scope of work is broadened during production at the Client’s request.
Physical Materials – Unless explicitly stated otherwise, the proposal and scope of work outline strategy, design, development, and other related services. Tangible materials, such as print collateral and physical marketing materials, shall be procured at additional cost to the Client.
Vendors and other third parties may also impose overage fees for plug-ins and other hosting services, and such fees may vary. The AD Leaf shall not be liable for paying such overage fees and is not responsible for notifying the Client of such fees when they become due. The Client is hereby advised to consider these potential charges when soliciting services which deviate from the original agreement. All overage fees shall be charged in arrears and are due upon invoicing.
19. Transferability of Contracts
In the event of a transfer of ownership of the client company (hereinafter referred to as the “Seller”) utilizing the services of The AD Leaf Marketing Firm (The AD Leaf), all existing contracts, agreements, and obligations between The AD Leaf and the Seller shall remain in full force and effect and shall be deemed automatically transferable to the new owner (hereinafter referred to as the “Buyer”) of the Seller’s business. The AD Leaf shall continue to fulfill its contractual obligations under the terms of the existing agreements without interruption following the change in ownership. The Seller shall provide prompt written notice to The AD Leaf of any change in ownership and shall facilitate communication between The AD Leaf and the Buyer to ensure a seamless transition of services. Furthermore, The AD Leaf reserves the right to require any necessary consents or approvals as may be stipulated in the respective contracts prior to the transfer. The parties hereby acknowledge that the transfer of contracts shall not alter or diminish the rights and obligations of either party as defined in the original agreements.
20. Website Migration
The Client shall pay a one-time website migration fee of $499 ($699 for e-commerce websites, dynamic websites, or database-driven websites), which is invoiced upon the completion of the work under this Agreement. This fee includes the process of transferring Client’s website data from The AD Leaf’s hosting environment to an alternative hosting provider. The AD Leaf will execute all necessary procedures, including the transfer of website files, databases, and associated content. This charge is required to facilitate the transition of Client’s website infrastructure upon the conclusion of Client’s Agreement with The AD Leaf.
21. Cooperation
Client shall provide such access to its information and property as may be reasonably determined by The AD Leaf to permit The AD Leaf to perform its obligations hereunder. Client acknowledges that any delays in Client’s response to The AD Leaf’s request for information, property, consent or otherwise may result in a delay in The AD Leaf’s performance and The AD Leaf’s ability to perform under any forecasted delivery schedule.
22. Intellectual Property
“Intellectual Property” means (a) text, graphics, photographs, contents, trade names and trademarks, and other artwork furnished by The AD Leaf to the Client for inclusion in any marketing program, all improvements thereto; (b) all copyrightable works and materials; (c) ideas expressed in any tangible or electronic medium of expression; (d) trade secrets, proprietary formulations, know-how, show-how, research and development results, projections, analyses, models, and other technical information and technology; (e) technical data; (f) computer software; (g) technical know-how; (h) any other legally recognized form of intellectual property; and (j) all rights in or to the foregoing. Until Client fully pays all open invoices and other amounts owed, The AD Leaf shall retain the exclusive rights and title to all work product, deliverables, and Intellectual Property which The AD Leaf has created or developed in the course of its work for Client. The AD Leaf and Client agree that all Intellectual Property created, invented, or developed by The AD Leaf or by The AD Leaf jointly with Client, which is related in any way to any products or services (or marketing for same) developed or work performed by The Ad Leaf under this Agreement shall be jointly owned by Client and The AD Leaf. However, The AD Leaf shall not use or provide said Intellectual Property to others to develop products or services which compete with Client’s products or services. Client represents and warrants that it has the legal right to use any code, scripts, data, copyright, trademark secrets, and or any other information and reports provided by Client for inclusion in its materials, and will hold harmless, protect, and defend The AD Leaf from any claim or suit arising from the use of such work.
23. Confidentiality
The parties shall not disclose any information relating to this Agreement to any person or entity other than each other, their professional and privileged advisors, and their spouses without written consent of the other party.
24. Merger
No oral statement or prior written material not specifically mentioned herein shall be of any force or effect and no change in or addition to this Agreement shall be recognized unless evidenced by a writing executed by all parties hereto.
25. Reliance
Nothing provided herein shall give any person or entity other than the parties hereto any right to rely on any of the rights or obligations hereunder and likewise there are no third-party beneficiaries to this Agreement.
26. Assignment
Nothing contained in this Agreement shall be construed to permit assignment by Client of any of Client’s rights or obligations under this Agreement, and such assignment is expressly prohibited. However, this provision shall not be interpreted to prohibit The AD Leaf from subcontracting some or all work under this Agreement.
27. Notices
Whenever a notice is required to be given in writing under this Agreement, such notice shall be given by certified or registered mail, return receipt requested, and directed to the respective party at the party’s current mailing address.
28. Severance
In the event any portion of this Agreement is declared void, invalid, or unenforceable by a court of competent jurisdiction, such portion shall be reformed as closely as legally permissible to the original language, failing which such portion shall be severed from this Agreement, and the remaining provisions shall remain in effect, unless the effect of such severance would be to substantially alter the Agreement or obligations of the parties, in which case the Agreement may, in The AD Leaf’s sole and absolute discretion, be immediately terminated.
29. Consent
The execution of this Agreement is made by them with their full informed knowledge, understanding and consent. They each acknowledge that they have had the opportunity to consult with an attorney if they choose to do so and that they are not relying on any statement, promise or representation made by any other party or its counsel that is not expressly set forth herein.
30. Successors
This Agreement shall be binding upon and inure to the benefit of the affiliates, successors, and permitted assigns of the parties to the full extent permitted by law.
31. Authority
The parties represent and acknowledge that the persons executing this Agreement below are authorized to bind the respective parties to this Agreement.
32. Counterparts
This Agreement may be executed in duplicate counterparts, all of which together shall constitute a single document upon execution by all parties. Facsimile, copies, or electronically transmitted signatures, including copies executed using DocuSign or similar electronic signing applications shall be sufficient as if originals.
33. Voluntariness
The parties agree that they have voluntarily entered into this Agreement in consideration of the mutual promises, covenants, and agreements contained herein, and not as a result of any intimidation, coercion, duress, or pressure from anyone else. The parties further waive the right to assert that they were induced to enter into this Agreement by anything other than the express terms and conditions hereof and expressly waive all inducements, whether fraudulent or otherwise.
34. Construction
Each of the parties hereto acknowledge and agree that they have actively and with full understanding participated in the drafting and negotiation of this Agreement, and for all purposes, therefore, this Agreement shall be deemed to have been drafted jointly by each of the parties. The parties further acknowledge and agree that all of the terms and conditions of this Agreement have been negotiated at arm’s-length and that this Agreement has been negotiated, prepared, and executed without fraud, and each party hereby waives and releases any claim of, fraud in the inducement, duress, undue influence, or coercion of any kind or nature whatsoever having been exerted by or imposed by any party. No provision of this Agreement shall be construed against or interpreted to the disadvantage of any party to this Agreement by any court or other governmental or judicial authority by reason of such party having or being deemed to have structured, dictated, or drafted such provision. The captions herein are solely for convenience and shall not be used to interpret this Agreement.
35. Collections
If either party commences an action against the other to enforce any of the terms hereof or because of the breach of any of the terms hereof, the prevailing party shall be entitled to recover from the non-prevailing party its reasonable attorney’s fees and expenses incurred in connection therewith, including but not limited to “fees for fees”. The right to such attorney’s fees and expenses shall be deemed to have accrued upon the commencement of such action and shall be enforceable whether or not such action is prosecuted to judgment. Except as otherwise provided herein, interest on amounts which are past due, including without limitation attorney fees and costs, shall accrue at the rate of 18% per annum from the date of the default and shall apply both pre-judgment and post-judgment. The AD Leaf may employ collections agencies or other means to recover amounts owed, including without limitation reporting delinquent accounts to credit bureaus, which could impact the debtor’s credit score. By agreeing to this Agreement, the Client acknowledges and agrees that any associated costs incurred during the collections process shall be included in the total amount owed.
36. Damages
To the maximum extent permitted by applicable law, The AD Leaf shall not be liable for any lost profits, lost revenues, nor for any indirect, special, incidental, consequential, or punitive damages regardless of how same were caused, whether in contract, tort or under any other theory of liability, and whether or not The AD Leaf has been advised of the possibility of such damages. In all cases, The AD Leaf’s maximum liability shall not exceed the sum indicated by the preceding section hereof. The AD Leaf does not guarantee search engine results and shall have no liability for same.
37. Limitation of Liability
Except as provided under this agreement (whether in contract, tort, or any other theory of liability), The AD Leaf’s liability shall be limited to the lesser of (a) the amount paid by Customer hereunder in the six months preceding the incident, or (b) $5,000, and in no event shall The AD Leaf’s aggregate liability arising out of or related to this agreement (whether in contract, tort, or under any other theory of liability) exceed $10,000.