Terms and Conditions

Terms and Conditions

 

Indemnification. You will defend and indemnify Google and its affiliates, directors, officers, employees and users against any liabilities, damages, losses, costs, fees (including legal fees), and expenses relating to any allegation or third-party legal proceeding (any and all of which are “Claims“) to the extent arising out of or related to any act or omission by you in using the Google AdWords API, or relating to the development, operation, maintenance, use and contents of an AdWords API Client, including but not limited to any infringement of any third-party proprietary rights or breach of this AdWords API Agreement. At Google’s option, you will assume control of the defense and settlement of any Claim subject to indemnification by you (provided that, in such event, Google may at any time thereafter elect to take over control of the defense and settlement of any such Claim, and in any event, you may not settle any such Claim without Google’s prior written consent).

12. Injunctive Relief. You acknowledge that the limitations and restrictions in this AdWords API Agreement are necessary and reasonable to protect Google, and expressly agree that monetary damages may not be a sufficient remedy for breach of this Agreement. In recognition thereof, you agree not to assert, with respect to an action or motion of Google for injunctive relief with respect to such breach, that monetary damages would be sufficient remedy for any such breach. You agree that Google will be entitled to seek temporary and permanent injunctive relief against any threatened violation of such limitations or restrictions or the continuation of any such violation in any court of competent jurisdiction, without the necessity of proving actual damages.

13. Non-exclusive. This AdWords API Agreement is a non-exclusive agreement. You acknowledge that Google may be developing and may develop products or services that may compete with this AdWords API, AdWords API Clients, or any other products or services.