Please read these Terms of Service carefully prior to accessing or using the InRepublic web-site, which may be found at https://inrepublic.com. The Site is operated and owned by InRepublic Inc. ("InRepublic").

These Terms of Service ("Terms") together with our Privacy Policy constitute a legally binding agreement ("Agreement") between You and InRepublic Inc., registered at 1200 Gravesend neck road apt. 2A, Brooklyn NY 11229, governing Your access to and use of the InRepublic web-site ("Site") which is associated with our services ("InRepublic services"). Note, by accessing or using the Site, You agree to be bound and to comply with these Terms of Service. If You do not accept these Terms, please do not continue to use this Site. Please, note, that these Terms are not applicable to the residents of Ukraine.

Throughout the Site, the terms "company", "we", "us" and "our" refer to InRepublic Inc. InRepublic offers this Site, including all information, tools and services available from this Site, to You, the user, conditioned upon Your acceptance of all the terms, conditions, policies stated here.

InRepublic reserves the right to modify these Terms at any time. If we make changes to these Terms, we will post the revised Terms in the Site and update the "Last Updated" date at the top of these Terms.

Our collection and use of personal information in connection with Your access to and use of the InRepublic Site is described in our Privacy Policy.

1. Entire agreement and admissibility

These Terms and any policies, including our Privacy Policy, or operating rules posted on this Site constitute the entire agreement and understanding between You and InRepublic with respect to the subject matter thereof and supersede all prior or contemporaneous communications and proposals, whether oral or written, between the parties with respect to such subject matter. A printed version of these Terms of Service shall be admissible in judicial or administrative proceedings based on or relating to use of the Site to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

2. Scope of InRepublic services

InRepublic site is an online marketplace that enables users ("You") to download the advertisements, including images and videos, and have them published in one or several of the proposed on the Site locations ("Locations") in accordance with these Terms. InRepublic Site enables You to choose for demonstration monitors in the Locations, number and duration of demonstrations.

By paying for the advertisement placement with the help of the Site, You are entering into an advertising services agreement with InRepublic, the object of which is advertising services, the price and duration of which are determined in accordance with the provisions of Section 5 of these Terms.

For the purposes of these Terms, "Services" mean the advertising services and other services rendered with the help of the Site. InRepublic acts solely as a Service Provider and Guarantor. InRepublic guarantees that the advertising Services will be rendered to You in due and proper form and in timely way. In case of any complaints and/or proposals, please, contact us at: contact@inrepublic.com.

3. Eligibility and Account Registration

3.1. You may use the InRepublic Services only after registering a personalized account ("Account"). To register an account and to use the InRepublic Services You need to be at least 18 years old. When You register an account and use InRepublic Services You hereby declare and warrant: (1) according to Your local jurisdiction You are eligible to enter into the Agreement; (2) according to Your local jurisdiction You have no restriction to use InRepublic Services; (3) You comply with these Terms and with all applicable laws and regulations. InRepublic is not responsible for any violation of applicable laws, rules, or regulations committed by You. It is Your responsibility to ensure that Your use of the Site and InRepublic Services does not contravene applicable laws, rules, or regulations.

3.2. If You are registering an Account for a company or other legal entity, You represent and warrant that You have the authority to legally bind that entity and grant us all permissions and licenses provided in these Terms.

3.3. You must provide accurate, current and complete information during the registration process and keep Your profile information up-to-date at all times.

3.4. You are responsible for maintaining the confidentiality of Your login credentials You use to sign up for InRepublic, and You are solely responsible for all activities that occur under those credentials. If You know or have any reason to suspect that someone has gained access to Your account, or Your credentials have been lost, stolen, misappropriated, or otherwise compromised, please immediately notify InRepublic to the following e-mail: contact@inrepublic.com.

3.5. Also, there is an option to log in to the Account by using an authorized third party social network ("Third-party Account") account, such as Google and Facebook. By logging in to the Site through Third-party Account, You give Your permission to collect Your personal profile and activity information from that third party. When You enter the Site through authorized third-party You also consent to Terms of Service and Privacy Policies of such third parties.

Please note that if You choose to use Third-party account to log in to our Site and/or use our Services, InRepublic is able to access Your data in connection with Your Third-party account. More information about Your data see in our Privacy Policy.

4. Content and Intellectual Property Rights

4.1. InRepublic enables You to create, upload, send, receive and store content, such as text, photos, audio, video, or other materials and information on the Site ("User Content"). The Users do not have any access to each other’s Content or Account.

4.2. We do not own any User Content and do not disclose any information regarding You or Your Account without Your prior permission, except in accordance with these Terms of Service or Privacy Policy. InRepublic will use the Content, downloaded through Your Account, solely for the purpose of advertising in the Location You choose on the Site.

For the purposes of these Terms and InRepublic Services You grant to InRepublic a limited, sublicensible, non-exclusive, worldwide license to public demonstration of the objects of intellectual property downloaded to Your account for the purpose of advertising.

4.3. You represent and warrant that: (i) You either are the sole and exclusive owner of all User Content that You download through Your Account for advertising or You have all rights, licenses, consents and releases that are necessary to grant to InRepublic the rights in and to such User Content, as contemplated under these Terms; and (ii) neither the User Content nor Your downloading, publication, submission or transmittal of the User Content or InRepublic's use of the User Content (or any portion thereof) will infringe, misappropriate or violate a third party's patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation. You are solely responsible for all the personal data which may appear in any User Content (such as an address, pictures of any people, their telephone numbers etc).

4.4. All the Content You download for the purposes of advertising shall be legal, decent, honest and truthful and comply with the laws relating to advertising applicable in the country of Locations.

InRepublic may, but is not obliged to, control, is not responsible for, and makes no representations or warranties with respect to any User Content. You are solely responsible for any User Content You download for advertising. You must conduct any necessary, appropriate, prudent or judicious investigation, inquiry, research, and due diligence with respect to any User Content.

It is Your responsibility to investigate the licensing of any User Content prior to using such User Content in any way and to ensure that Your use of any such User Content complies with all applicable laws, licensing requirements and does not infringe third parties’ proprietary rights.

The Content You are prohibited to download for advertising includes but is not limited to:

• illegal content;
• false advertisement, as defined in the US legislation;
• fraudulent, false, misleading (directly or by omission or failure to update information) or deceptive content;
• content relating to the creation, advertising, distribution, or receipt of illegal goods or services;
• offensive content (including, without limitation, defamatory, threatening, libelous, obscene, pornographic or vulgar content);
• content that incites or condones any form of discrimination or anti-social behavior, promotes bigotry, racism, hatred, harassment or harm against any individual or group;
• content that discloses another person’s personal, confidential, or proprietary information;
• malicious content such as malware or spyware; and
• content that offers, promotes, advertises or provides links to unsolicited products or services.

InRepublic reserves the right, solely upon its own discretion, to refuse to place in the Locations the advertisements that are in breach with the above requirements or any applicable laws or which InRepublic finds to be in violation of these Terms or InRepublic’s then-current Policies or Standards, or otherwise may be harmful or objectionable to InRepublic, its Users, third parties, or property. InRepublic does not return fees paid for advertisements violating any applicable laws.

4.5. All texts, images, designs, graphics, logos, icons, audio and video clips, downloads, interfaces, code and software and other materials on this Site ("Content") are objects of and protected by copyright and other intellectual property rights owned by InRepublic or included in the Content with the permission of the relevant owner.

Subject to Your compliance with these Terms, InRepublic grants You a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to (i) use the Site on Your personal device(s) in the manner provided for in these Terms; and (ii) access and view any Content made available in or through the Site and accessible to You, solely for Your personal and non-commercial use.

Nothing contained on this Site should be construed as granting any license or right to use any trademark displayed on this Site. Your use/misuse of the trademarks displayed on this Site or of any other content on this Site, except as provided for in these Terms, is strictly prohibited. You are also advised that InRepublic will aggressively enforce its intellectual property rights to the fullest extent of the law, including criminal prosecution, for serious offences.

5. Payment Terms and Refunds

5.1. You understand that use of the InRepublic Services may result in charges to You for the services You receive ("Charges"). The Charges are payable to the InRepublic’s account.

5.2. In order to render Services InRepublic facilitates Your payment of the applicable Charges through the Third-Party Services, namely paypal.com. You acknowledge that as soon as You follow the link to pay for the InRepublic Services, You are subject to the Terms of Service, Privacy Policy and other policies of paypal.com. In no case InRepublic is responsible or liable for any personal data processed by paypal.com.

5.3. The amount of Charges is determined automatically on the Site, subject to such settled by You criteria, as the duration of advertising, number of locations and monitors, number of demonstrations. The Services are subject to full pre-payment. If the amount paid does not correspond to the amount displayed in Your Account, You will not be able to receive the Services. All Charges are due immediately and after payment InRepublic will send You a receipt by email or other means of communication determined by You. Charges will be inclusive of applicable taxes where required by law.

5.4. Charges paid by You are final and non-refundable, unless otherwise determined by InRepublic and except as further provided. If You decide, before the actual demonstration of Your advertisement, that You want to cancel Your request for demonstration, You should write to us at: contact@inrepublic.com.

5.4.1. If You decide, that You want to cancel the demonstration, and notify us thereof during the period of 24 hours from the start of demonstration of Your advertisement, and provided that no more than 50% of the demonstration occurred until Your notification, we cancel the demonstration and return 50% of the amount paid for the demonstration in question. If more than 50% of the demonstration occurred, we may cancel it, but Your payment is not subject to refund.

5.4.2. If the demonstration did not occur in whole or in part due to force majeure, we return the whole or a part of the amount paid respectfully, or propose the other location for demonstration. For the purposes of this clause “force majeure” means situation/condition beyond our control, such as acts of God, storms, fire, war, civil war, military action, government emergency orders, stop-order or strike, earthquake, tidal waves, as well as the destruction of monitor etc.

5.5. As between You and InRepublic, InRepublic reserves the right to establish, remove and/or revise Charges for the Services at any time at InRepublic’s sole discretion.

6. Links to third-party Sites

This Site may contain links or frame hyperlinks to other websites, some of which are governed by third parties. These links are provided as a convenience to You and as an additional avenue of access to the information contained therein. We have not necessarily reviewed all the information on those other sites and are not responsible for the content of those or any other sites or any products or services that may be offered through those or any other sites. Inclusion of links to other sites should not be viewed as an endorsement of the content of linked sites. Different terms and conditions may apply to Your use of any linked sites. InRepublic is not responsible for any losses, damages or other liabilities incurred as a result of Your use of any linked sites.

7. Warranties and disclaimers

Use of this Site is exclusively at the sole risk of You, the user. InRepublic is not responsible if the information on this Site is inaccurate or incomplete. Any reliance upon the material of this Site shall be at Your own risk. You agree that it is Your responsibility to monitor any changes to the material and the information contained on this Site.

This Site is provided to You on an "as is" and "as available" basis. Consequently, InRepublic gives no warranties of any kind, whether express, implied, statutory, or otherwise (including the implied warranties of merchantability and fitness for a particular purpose). Such warranties include, but are not limited to, any representations that material on this Site is complete, accurate, reliable, timely, and non-infringing on third parties; that access to this Site is uninterrupted or error-free; that this Site is secure; or that any advice or opinion obtained from InRepublic through this Site is accurate or reliable. Any such representations or warranties thereto are expressly disclaimed.

InRepublic shall not be liable for indirect, incidental, special, exemplary, punitive or consequential damages, including lost profits, lost data, personal injury or property damage related to, in connection with, or otherwise resulting from any use of the services, even if InRepublic has been advised of the possibility of such damages. InRepublic shall not be liable for any damages, liability or losses arising out of: (i) Your use of or reliance on the services or Your inability to access or use the services; or (ii) any transaction or relationship between You and any Third Party provider, even if InRepublic has been advised of the possibility of such damages. InRepublic shall not be liable for delay or failure in performance resulting from causes beyond InRepublic reasonable control.

InRepublic shall not be responsible or liable for any Your incompliance with any laws, rules or regulations, in particular, relating to advertising. InRepublic is not obliged to review, whether the downloaded advertisements are false, illegal, offensive or otherwise incompatible with the applicable laws or these Terms. InRepublic will, without prior notice, furnish the name and other data relating to You, as an advertisement provider, if requested by the Federal Trade Commission.

InRepublic uses Your account materials solely for the purpose of advertising under the license granted by You by consenting to these Terms and paying for the Services. You will not lodge any claims relating to our use of Your materials under these Terms.

InRepublic reserves the right to restrict or terminate Your access to this Site, or any feature of this Site or part thereof, at any time.

8. Indemnification

In case InRepublic gets sued because of something that You did, in particular, on the ground of Your advertisement’s incompliance with any of the rules, laws or regulations, You agree to defend and indemnify us. You agree to defend InRepublic and its employees and hold us harmless from any legal claims and/or demands, including reasonable attorney’s fees that may arise from Your action, use/misuse of our Services, Your breach of the Terms.

InRepublic reserves a right to handle our legal defense however we see fit, including instances when You are indemnifying us. Therefore You agree to cooperate with us so we execute our strategy.

9. Applicable law and Jurisdiction

9.1. Except as otherwise set forth in these Terms, these Terms shall be exclusively governed by and construed in accordance with the laws of the United States of America and the State of New York, excluding its rules on conflicts of laws. We recognize that it is possible for You to obtain access to this Site from any jurisdiction in the world, but we have no practical ability to prevent such access. This Site has been designed to comply with the laws of the United States of America and the State of New York. If any material on this Site, or Your use of the Site, is contrary to the laws of the place where You are when You access it, the Site is not intended for You, and we ask You not to use the Site. You are responsible for informing Yourself of the laws of Your jurisdiction and complying with them.

9.2. Any dispute, conflict, claim or controversy arising out of or broadly in connection with or relating to the InRepublic Services or these Terms, including those relating to its validity, its construction or its enforceability (any “Dispute”) shall be resolved by means of amicable negotiations directly with InRepublic team in accordance with the principles of good faith and cooperation. If the consensus may not be reached by the negotiations, the Dispute shall be settled in the Courts of the State of New York with applicable substantive law of New York.

10. Changes to these Terms of Service

InRepublic reserves the right, at its sole discretion, to change, modify, add or remove any portion of these Terms of Service, in whole or in part, at any time, by posting revised terms on the Site. It is Your responsibility to check periodically for any changes we make to the Terms of Service. Your continued use of the Site after any changes to the Terms of Service or other policies means You accept the changes.

In the event we make material changes to the Terms of Service, notice of the changes will be posted on the homepage of this Site and the revised terms will take effect immediately after their publication on the Site.

11. Headings

Headings of provisions are for convenience only and shall not be used to limit or construe any provisions of these Terms.

12. Electronic communication

In connection with Your use of the Service, we may send You electronically all communications, agreements, documents, receipts, notices, and disclosures which relates to Service and which the InRepublic Site provides. We may provide these communications to You via email or via means of communication which are most suitable for You such as messengers. You may unsubscribe from receiving messages from us at any time.

13. Severability

If any provision of these Terms is determined to be unlawful, void or unenforceable, the remaining provisions of these Terms will continue to be fully valid, binding, and enforceable.

14. Contact us

If you have any questions or comments about these Terms of Service or this Site, please contact us by:

Emailing us at: contact@inrepublic.com.
Writing to the following address: 1200 Gravesend neck road apt. 2A Brooklyn NY 11229, USA.

Disclaimer: The original, legally binding version of this document is composed in English, and may be translated into other languages for the courtesy of our non-English-speaking users. If there are any discrepancies between the English version and a translated version, the English version supersedes the translated version.