Adview.pro STANDARD PUBLISHER TERMS AND CONDITIONS
PLEASE READ THE FOLLOWING TERMS AND CONDITIONS IN FULL AND VERY CAREFULLY PRIOR TO REGISTERING AS A PUBLISHER, ADVERTISER, OR USER OF Adview.pro. YOUR AGREEMENT TO THESE TERMS CREATES A LEGAL BINDING AND ENFORCEABLE CONTRACT BETWEEN YOU AND Adview.pro. IF YOU REGISTER FOR THE Adview.pro PROGRAM OR PARTICIPATE IN THE Adview.pro PROGRAM YOU ARE AFFIRMATIVELY STATING AND AGREEING THAT YOU ARE IN AGREEMENT WITH THESE TERMS AND CONDITIONS AND FULLY ACCEPT THE COVENANTS, REPRESENTATIONS, WARRANTIES, AND TERMS CONTAINED HEREIN.
This Agreement (the “Agreement”) is entered into by and between You and Adview.pro. This Agreement shall govern the Adview.pro Network, the Adview.pro Advertising Program (the “Program”) and Your use, agreement, and relationship with Adview.pro, and the Program. The Agreement consists of the Adview.pro Standard Terms and Conditions (the “Terms”), and the Adview.pro Compliance Policies and Guidelines. “You”, “Your”, or “Publisher” shall be defined as any person or entity identified in the registration and application process (or listed at the time of enrollment), as submitted by the same person, entity, affiliated persons, and/or any agency, representative, or network acting on behalf of such person or entity, such being bound by this Agreement.
Subject to this Agreement, the Terms, and any and all rules, regulations, policies, or procedures that are developed, modified, or enacted by Adview.pro from time to time, Adview.pro hereby grants you the limited and revocable right of use, access, and participation in the Program. The Program gives users the ability to participate as an Advertiser and distribute campaigns, advertisements, offers, and/or promotional materials across the Internet on various websites for a fee. The Program also gives certain users the ability to participate as a Publisher (website owner), Publishers distribute and/or list advertisements, campaigns, offers, and/or promotional materials on their site for a fee. Participation in the Program as an Advertiser or Publisher is at your own risk.
Adview.pro will provide You with certain specifications, rules, and regulations to be followed and adhered to at all times. Adview.pro may in its sole and absolute discretion amend, modify, or change the specifications, rules, and regulations. Specifications may change to allow for network enhancements, including, but not limited to, code changes, delivery improvements, and optimization of displays, tracking, and reporting of Ads. You shall not alter the code, link, script, programming, pixel, Ad, content, and/or data provided to You by Adview.pro without the prior express written consent of Adview.pro.
4. PUBLISHER DUTIES.
You are solely responsible for Your Website(s) and/or Property(ies), including all content and materials, maintenance and operation thereof, the proper implementation of Adview.pro specifications, and adherence to the terms of this Agreement, all applicable laws, rules, regulations, statutes, and ordinances, and any Adview.pro rule, policy, or procedure. You hereby grant Adview.pro the sole and exclusive right to investigate, at its own discretion, any violation, activity, or alleged breach of this Agreement, or any engagement in any activity prohibited by this Agreement. Adview.pro shall not be liable or responsible for anything related to You or Your Websites, including, but not limited to, the receipt and/or collection of data, information, or queries from end users of Your Websites, or the transmission of any information or data between You, Your Website, and Adview.pro. In addition, all Ads are provided on an “AS IS” or “AS AVAILABLE” basis and Adview.pro makes no warranty or representation that such Ads will be available, delivered, or work properly. Adview.pro is not required to notify You of any problems or issues relating to the Adview.pro Network, the Program, or the Ads.
Approved Publishers shall be permitted to participate in the Program and receive served Ads from Adview.pro for publication on Publisher’s Website(s) and/or Property(ies). Adview.pro will specify the amount and terms under which You will earn payment (“Bounties”). Bounties are generated from a specified transaction (“Action”) as defined by Clickbooth. Actions include, without limitation, clicks, click-throughs, sales, registrations, impressions and leads. The applicable Action associated with each campaign and/or Your account shall be set forth in the applicable terms listed on the Adview.pro Network and, unless otherwise specified, such shall be subject to change at the sole and absolute discretion of Adview.pro. If You accept Ads to run on your Website(s), You agree to adhere to any specific polices, procedures, and specifications associated with those Ads, and operate at all times in accordance with the Agreement. Adview.pro may, at its sole discretion, change the Ads or the terms of a campaign at any time, without prior notice to You, unless otherwise specified. Similarly, You may cease participation in the Program at any time, unless otherwise specified in this Agreement or other terms associated with the campaign. Adview.pro is responsible for displaying and administrating the Program and tracking associated Bounties and Actions. Program data compiled by Adview.pro including, but not limited to, numbers and calculations regarding Actions and associated Bounties (“Program Data”), will be calculated by Adview.pro through the use of tracking technology and shall be final and binding on You. Any questions regarding the Program Data must be submitted in writing seven (7) days of initial appearance in the tracking system; otherwise the Program Data will be deemed to be accurate and accepted by You. Publisher understands and agrees that on occasion the Service and/or Adview.pro Network may be inaccessible, unavailable or inoperable for any reason, including, but not limited to, the following: (i) equipment malfunctions; (ii) periodic maintenance procedures or repairs; or (iii) causes beyond the control of Adview.pro or which are not reasonably foreseeable by Adview.pro including, but not limited to, interruption or failure of telecommunication or digital transmission links, hostile network attacks, the unavailability, operation, or inaccessibility of websites or interfaces, network congestion or other failures. Publisher acknowledges and agrees that Adview.pro has no control over the availability of the Program, Services, and Adview.pro Network on a continuous or uninterrupted basis. Terms of the Agreement are subject to Adview.pro hardware, software, and bandwidth traffic limitations. Adview.pro’s failure to deliver because of technical difficulties does not represent a failure to meet the obligations of the Agreement.
Publisher may desire to use its business partners and/or associates to fulfill the obligations or exercise the rights under a particular Program. For the purposes of this section, any of Publisher’s business partners or associates that participate in or perform any activities on behalf of Publisher under the Agreement shall be considered to be a “Sub-Publisher.” Adview.pro reserves the right to review and approve or reject any and all Sub-Publishers and may revoke a prior approval of any Sub-Publisher at any time and for any reason. Sub-Publishers must meet the same criteria for approval as the Publisher as set forth in the Agreement and must comply with all the terms and conditions that are applicable to Publisher under the Agreement and any and all other applicable terms required by Adview.pro. Publisher is responsible for and shall fully and unconditionally indemnify Adview.pro for any and all actions of any of its Sub-Publishers, including the payment of legal fees and costs if necessary. Further, Adview.pro may, at its sole discretion, terminate a Publisher at any time based on the actions of that Publisher’s Sub-Publisher(s). Once express approval of a Sub-Publisher has been granted by Adview.pro, notices to the Publisher shall be deemed notice to that Publisher’s approved Sub-Publisher(s). Publisher agrees that Adview.pro is under no obligation to pay a Sub-Publisher. Adview.pro further reserves the right to withhold or refuse payment to any Publisher in the event that any of its Sub-Publishers breach the Agreement.
7. TERMS OF PAYMENT.
You agree to be paid the applicable Bounty rate for each Action verified by Adview.pro as specified by Adview.pro approximately thirty (30) days after the last day of a given calendar month, for Bounties realized in that month. You agree that payment for Bounties will be owed to You from the applicable Advertiser, and that corresponding payments shall be made by Adview.pro to You out of the funds actually collected by Adview.pro from the applicable Advertiser. Adview.pro shall have no payment obligation to Publisher where Advertiser has not remitted sufficient payments to cover the Bounties otherwise due and owing Publisher. All Publisher accounts will be paid in United States dollars ($US). Notwithstanding anything contained herein to the contrary, no Bounty payments will be issued for any amounts otherwise due Publisher that total less than Ten Dollars ($10.00) (“Payment Threshold”). Upon termination of the Agreement, all legitimate moneys due to Publisher that are actually collected from the applicable Advertiser, even amounts below the Payment Threshold, will be paid during the next billing cycle. Every Publisher account must have a unique, valid taxpayer identification number (TIN), valid Social Security Number, or other applicable unique government identification. All payments due hereunder shall be in U.S. dollars and are exclusive of any applicable taxes. Publisher shall be responsible for all applicable taxes. An Advertiser may request that Adview.pro, or Adview.pro may on its own initiative, debit from the Bounties otherwise due and owing Publisher an amount equal to a Bounty previously credited to Publisher’s account where: (a) a return or cancellation has been made with respect to the applicable product and/or service; (b) there is an instance of a duplicate, fraudulent or incomplete entry or other similar error with respect to a customer order; (c) there are Actions that do not comply fully with the terms of the Agreement, including where the applicable non-complying Action is not the result of Publisher’s action, omission and/or failure to comply with the terms and conditions of the Agreement; (d) there is non-receipt of payment from, or refund of payment to, the customer that entered into the subject Action; or (e) there is any failure on the part of Publisher to comply with the Agreement and/or the applicable Program Terms (collectively referred to as a “Chargeback”). Chargebacks requested by an Advertiser in accordance with this Section may be applied up to one hundred and twenty (120) days after the end of the month in which the applicable Bounty was earned (“Chargeback Period”). An Advertiser may request that the payment of a Bounty be postponed for one (1) payment cycle where: (i) Advertiser is verifying a lead (for Programs in which lead generation is a component of the Action); (ii) Advertiser has a product return policy that allows the underlying purchaser to return the product during the Chargeback Period; or (iii) the applicable Program Terms provide for such a postponement. The number or amount of Actions, credits for payments and debits for Chargebacks, as calculated by Adview.pro, shall be final and binding on Publisher.
Adview.pro actively monitors traffic, Actions, Bounties and other Program-related activities for potential fraud. If Adview.pro suspects that Your account has been used in a fraudulent manner, Your account will be deactivated effective immediately and with no notice to You pending further investigation. If You add Actions, or inflate Actions, through the use of fraudulent means of traffic generation, as determined solely by Adview.pro, You will forfeit all of the Bounties related to that Program, and Your Publisher account will be terminated effective immediately. Adview.pro reserves sole judgment in determining fraud and You agree to be bound by any and all such determinations. It is the OBLIGATION of Publisher to prove to Adview.pro that it has NOT engaged in fraud. Adview.pro will hold Your Bounty-related payments in 'Pending Status' until You have satisfactorily provided evidence that demonstrates to Adview.pro that You have not engaged in fraud. If You are unable to provide Adview.pro with satisfactory evidence that You have not engaged in fraud within seven (7) days of Your Bounties being placed in “Pending Status,” then Adview.pro reserves the right to terminate Your Publisher account and cancel payment on the applicable Bounties, at its sole discretion and without any further obligations to You.
The Agreement may be terminated by either Party upon three (3) days’ prior written notice. In addition, Adview.pro reserves the right, in its sole and absolute discretion, to terminate You from the Program at any time for any reason, without notice to You. Adview.pro also reserves the right to terminate Your access to the Adview.pro Network at any time with or without notice to You. Termination notice may be provided via e-mail and will be effective immediately. Upon termination, Publisher agrees to immediately remove from its Website(s) and/or Property(ies) any and all Ads, content, materials, and Adview.pro Code or other intellectual property made available to Publisher in connection with its performance under the Agreement. The representations, warranties and obligations of Publisher contained within the Agreement shall survive and remain in full force and effect after termination of the Agreement. All payment obligations accruing prior to the date of termination shall survive until fully fulfilled.
Publisher hereby represents and warrants that it: (a) has read Adview.pro’s policies and guidelines; (b) will regularly check the Adview.pro website and the Adview.pro Network for updates; and (c) shall comply with any and all such policies and guidelines, as well as updates to same. Publisher’s failure to comply with the aforementioned policies and guidelines will be considered a breach of the Agreement and may result in the immediate termination of the Agreement by Adview.pro.
11. PROMOTIONAL USE.
Adview.pro may, from time to time, use Your name and logo in presentations, marketing materials, customer lists, financial reports, Web site listings of customers, and search results. You may request in writing to use Adview.pro's trade names, trademarks, service marks, logos, domain names, and other distinctive brand features, but at no time shall You use such trade names, marks, and/or identifying information without the prior express written consent of Adview.pro.