By Completing An Application
– You Agree With The Terms Of Service:
Terms of Service
Please do not apply to join AdGroups.com if you fall into one of the following categories…
– If your domain or app name contains any offensive language or terms related to illegal substances or acts (even in slang terms)
– If your site’s core content consists of the following: highly adult sexual topics, isolation/separation, nudity, political biases, weapons, military, alcohol, tobacco, drugs, death, slanderous/libelous content, gambling, violence, discrimination, copyright infringement, illegal downloads, peer to peer sites, and content targeting people under the age of 13.
– If your site’s core content does not directly target one of our AdGroups categories of Multicultural (African American, Hispanic American, or Asian Americans), Special Needs (meaning any site whose core content is of specific interest to any special needs community), or Moms/Parenting content
– If your site is not content/news/blog/community oriented (we don’t accept e-commerce/store themed sites as network participants)
– If your site site sits on a service that offers free web-space and the primary domain is not owned by you (example: we don’t accept blogspot, tumblr, ning pages etc.)
– If you’re not willing to place or rotate our code above the fold or in premium positions on your website (we don’t want our code to be at the bottom of your site’s pages or sitting in a pile of ads as it is not the best interest of our caliber of advertisers)
WHEREAS, Company represents that it is the owner and operator of Site; and Agent represents advertising services rendered from AdGroups.com, llc
EXCLUSIVITY: Site hereby appoints Agent and Agent hereby agrees to act as a non-exclusive sales representative for the sale of Site’s space for advertising purposes, which advertising is billed to or paid for by any advertising agency, buying service or client.
USAGE: Agent agrees to allow Site to use its electronic advertising serving facilities accessible online at adgroups.com for usage of advertising across any of Site’s inventory. Site will have limited administrative access to their account in order to validate earnings and metered traffic counts.
OBLIGATIONS: In connection with its appointment as Site’s sales representative, Agent shall cause its officers and other employees to perform such functions as are reasonably necessary in connection with its duties as sales representative and shall exercise its best efforts to sell advertising space on the facilities of the Site and enhance the promotion of the Site as an advertising medium. As part of its service, Agent shall also provide, maintain and operate facilities designed to; (i) gather and process advertising copy materials; (ii) accomplish the physical insertion of advertising material into the facilities of the Site; (iii) render billing statements to advertising agencies, buying services and clients; (iv) collect all amounts due from advertising agencies, buying services and clients; and (v) remit amounts due to the Site. All contracts placed with the Site for the purchase of said advertising space are referred to hereinafter as “Advertising Contracts”.
Agent cannot and shall not execute any contracts which bind or obligate and single network Site, without receiving written or electronically transmitted authority to do so.
FEES: In consideration for said services, Agent shall receive from Site a base commission of fifty percent (50%) on all amounts collected by Agent in behalf of Site for its portion of all Advertising Contracts entered into from and after the effective date of this Agreement. Said commission percentage shall apply only to the effective CPM set by Agent for the use of Site’s space and/or facilities after deducting from amounts billed, all amounts payable to an advertising agency (if agency requires gross billing), buying service (if buying service requires gross billing), advertising sales agent, ad serving technology provider fees that arise as the result of the advertiser’s selection of a third party rich media or similar cost-associated vendor where the cost obligations are placed with the vendor (if applicable), or our own internal ad serving fees in connection herewith.
SERVING: All advertising placed under this Agreement shall be served through Agent’s proprietary ad serving system, (“AdGroups”), which will be the official counter of all ad impressions and click-through referrals used for billing and payment purposes. Agent agrees to provide Site with access to detailed tracking reports of all account activity. Agent will pay all expenses associated with the serving of ad materials including bandwidth, software maintenance and development, and hardware and other network infrastructure. Site and Agent shall mutually agree to cooperate in the accomplishment of any and all technical arrangements that may be required to enable the placement of advertising material, as contracted. This shall include, but not be limited to, the insertion of certain commands, designed to facilitate the placement of advertisements, into specific positions on certain pages of the web site(s) operated by Site.
PAYMENT: Agent shall make reasonable efforts to secure timely payments from advertising campaigns. Agent shall remit to Site all amounts due to Site in connection with Advertising Contracts entered into where Site is included in the advertising buy. Remittance to the Site shall be the net amount due, after deduction of the advertising agency and sales representative commissions referred to in paragraph 3, above. Agent shall accompany the remittance with a statement setting forth the necessary details of all advertising business connected to Site. Site agrees that advertising payment terms vary by advertiser and acknowledges that payments will not be remitted until Agent receives such payments.
TERM/CANCELLATION POLICY: The term of this Agreement shall be ongoing and continue in effect thereafter upon the terms and conditions set forth herein until Site provides written notice of cancellation. Either party may terminate this Agreement by notice in writing to the other party by registered mail or via electronic written notice (email). Termination shall be effective _____30____ days after the date of giving such notice.
In the event of termination of this Agreement, Agent shall be entitled to its commissions and Site shall be entitled to its proceeds in connection with all advertising sales covered by contracts made prior to the effective date of termination of this Agreement and these obligations shall be based upon the sales covered by said contracts during the original or any renewal term thereof.
UPTIME: Agent agrees to make reasonable efforts to ensure uptime with its Advertising Serving systems. Site agrees not to hold Agent liable for any outages or downtime that may occur in connection with its advertising serving software.
COHERENCE: This Agreement is subject to existing and future rules and regulations of any local, state or national agency deemed to have jurisdiction over same. Site reserves the right to terminate any advertising agreement at any time for any reason whatsoever, but agrees to cooperate fully with Agent in the sale of advertising services to advertisers whose business and products satisfy Site’s requirements
LISTING: Site has the option to list Agent as a sales representative in published sales materials, periodicals and trade publications and to cooperate with Agent in the establishment of advertising rates
JURISDICTION: This Agreement shall be deemed made, executed and delivered in the State of Georgia, pursuant to the laws of the State of Georgia and shall be construed under the laws of the State of Georgia.
If arbitration, suit, action or other proceeding is instituted upon this Agreement or any matter arising therefrom, the prevailing party shall be entitled to recover from the other party, and the other party agrees to pay the prevailing party, in addition to costs and disbursements allowed by law, such sum as the arbitrator or court may adjudge reasonable as an attorney’s fee in such arbitration, suit, action or other proceeding, including appeal therefrom.
UNFORSEEN EVENTS: In no event shall either party to this Agreement be liable for indirect, incidental, special or consequential damages, including, but not limited to, lost data or profits, however arising, regardless of whether or not it has been advised of the possibility of such damages.
CONFIDENTIALITY/TRADE SECRETS: Publisher realizes that business dealings and rates set to obtain direct sponsorships on their pages are of a confidential nature and should not be discussed in public forums of any kind. If any information pertaining to rates, trade secrets, new technologies, or any related items were discovered and linked back to publisher. AdGroups.com has the right to immediately revoke publisher’s membership without notice.
UPDATES: This Agreement constitutes the entire Agreement between Agent and Site. It is expressly understood that any change or modification of the terms or conditions of this Agreement must be made by an instrument in writing, duly executed by an officer of Agent and by a duly authorized representative of Site.
By Completing An Application – You Agree With The Terms Of Service:
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