Terms of Services
Display Advertising Network Agreement – Advertisers
This agreement pertains to all of YesUp Ecommerce Solutions Inc’s display advertising networks’ advertisers.
This agreement shall govern participation in the YesUp Ecommerce Solutions Inc. display advertising program and all its sister networks (hereafter known as “YesUp”). By participating in the program, you will be deemed to have agreed to these terms and conditions. The term ‘customer’ shall refer to any individual or entity who accepts the terms and conditions of this agreement by submitting the program registration.
All clients are required to pay one-hundred percent (100%) of the cost of the campaign before its activation. YesUp reserves the right to set and negotiate specific payment terms on a client-by-client basis.
In addition, if the advertiser is running a campaign of CPM banners, the campaign must either be paid in full by wire transfer or cheque.
If you use the monthly spending/budget control feature, you agree that your credit card will be charged the amount specified by you to ensure your account is not turned off when your account balance is lower than your defined monthly budget. The client acknowledges and agrees that any credit card and related billing and payment information that the client provides to YesUp may be shared by YesUp with companies who work on YesUp’s behalf, such as payment processors and/or credit agencies solely for the purposes of checking credit and/or effecting payment to YesUp and servicing customer’s account. YesUp may also provide information in response to valid legal process, such as subpoenas, search warrants and court orders or to establish or exercise its legal rights or defend against legal claims. YesUp shall not be liable for any use or disclosure of such information by such third parties.
Trial Offers, Coupons, Credits and Special Offers. YesUp reserves the right to discontinue or modify coupons, credits and special promotional offers at our discretion. The promotional credit must be applied to a new YesUp advertiser account within 15 days of creating the account and is valid only for new YesUp advertisers. Advertisers will be charged for advertising that exceeds the promotional credit and will need to suspend their campaigns if they do not wish to receive additional charges beyond the free credit amount. The free credit is subject to ad approval, valid registration and acceptance of the YesUp standard agreement and terms and conditions. The promotional credit is non-transferable and may not be sold or bartered. Offers may be revoked at any time for any reason by YesUp. One promotional credit is available per customer.
In case of any overdue payments, there will be a 5% interest rate added to the total amount. All payments should be paid within the terms agreed and due dates stated on the invoices.
YesUp Reseller members who are using a monthly plan will be auto-charged per paying period.
YesUp network has a 24 hours out-clause policy. Refund is only eligible for all the remaining (non-used) funds in the advertiser’s account to the original payment method or payment method specified. Refund can only be made to the original payment source. Refund by wire transfer can only be issued if the advertisers have provided full wire transfer details.
For Customers that request a refund, there will be an additional Administrative Fee charged depending on the conditions of the refund itself. The conditions that we will charge the Customer the Administrative Fee are as follows:
• The Customer is refunding due to issues pertaining to their end of the campaign, such as lack of products to promote or any technical issues on their end.
The Administrative Fee, if charged, will be based on 3% of the total remainder of the Customer’s deposit.
To use the service, you must submit a complete YesUp registration form, which is available at Registration Form. As part of the registration process for the service, you agree to:
• Provide certain limited information about you as prompted to do so by the service (such information to be current, complete and accurate)
• Maintain and update this information as required to keep it current, complete and accurate. The information requested on original signup shall be referred to as registration data (“Registration Data”).
If YesUp discovers that any of your Registration Data is inaccurate, incomplete or not current, YesUp may terminate your right to access and receive the service immediately with or without notice. YesUp will evaluate the Registration Data in good faith and will notify you in a timely manner regarding acceptance or rejection. YesUp may reject a registration application if it determines, in its sole discretion that the user is not an appropriate subscriber or user of the service. Upon acceptance of this agreement and completion of the registration process you will have opened an account with YesUp and will become a subscriber to the YesUp service
Site and Creative Guidelines
YesUp has a zero tolerance policy for advertisements and sites containing content that is not appropriate for viewing by a general audience. The following are examples (including but not limited to) of the type of sites we will not direct visitors to:
1. YesUp will not direct visitors to sites containing content that is not appropriate for viewing by a general audience. The following are examples (including but not limited to) of the type of sites we will not direct visitors to:
• Advertisements and sites with child pornography or sites that contain links to such content
• Advertisements and sites containing or linking to software piracy
• Advertisements and sites containing or linking to any form of illegal activity (i.e., how to build a bomb, hacking, ‘phreaking’, etc.)
• Advertisements and sites with gratuitous displays of violence, obscene or vulgar language, and abusive content or content which endorses or threatens physical harm
• Advertisements and sites promoting any type of hate-mongering (i.e., racial, political, ethnic, religious, gender-based, sexuality-based or personal, etc.)
• Advertisements and sites that participate in or transmit inappropriate newsgroup postings or unsolicited e-mail (spam)
• Advertisements and sites promoting any type of illegal substance or activity sites with illegal, false or deceptive investment advice and money-making opportunities
• Advertisements and sites with any type of content reasonable public consensus deem to be improper or inappropriate
In addition to the terms above, for CPV full page pop-under and CPM banner ads:
• Your advertisement page cannot contain any other popup windows. Any additional window generated by your site shall be considered a popup window, including popups, pop-behinds, or exit popup windows. If a popup window is installed on the URL at any time, our publishers will stop your campaign immediately and any remaining credits will be forfeited. In this case, you will not be entitled to a refund.
• Your advertisement page cannot have background music or sound.
• You agree that you shall not include any ads (promotional creatives that will be placed on Publisher sites) that have content or links to anything malicious such as malware or viruses that attempts to undermine the good faith between Advertisers and Publishers. Any attempt to introduce such ads stated above will result in immediate suspension of your account without further notice at our sole discretion, with no refund for any remaining funds. YesUp will not be responsible, nor will be held liable, for any loss that results due to the suspension. A fine of $1000 will be enforced on the YesUp user responsible for distributing said malicious ads.
2. To ensure compliance with these terms and conditions, any client that changes their content after approval for membership MUST notify YesUp of the changes in writing IMMEDIATELY. If your site is changed during the campaign such that it includes inappropriate content, YesUp may, in their sole discretion, stop your campaign immediately. In this case, you will not be entitled to a refund.
Data Reporting (Stats): All campaigns purchased on the YesUp network are served, tracked and reported by YesUp For campaigns that involve third party serving/tracking, accounting may be beyond the control of YesUp Campaigns that use third party serving/tracking for auditing purposes may be subject to alternate or additional controls. YesUp is the sole owner of all websites, campaigns, and aggregate web user data collected by YesUp Customers only have access to website and web user data that is collected as part of the customer’s campaign. Payment Liability: YesUp reserves the right to hold the customer and any agency, broker or other authorized representative of customer jointly and severally liable for all amounts owed to YesUp
YesUp.com Inc, will not be held legally or financially responsible for any content submitted by an Advertiser while using our marketing services. Individual users and advertisers are solely responsible for the content of advertising and other material which they submit to use for advertising and for ensuring that such content complies with all relevant legislation, such as the local laws that they are promoting the products in (such as the age of majority, promoting illegal products, etc) regardless of the location you are setting up your advertising account/campaign in.
Representations and Warranties: Customer hereby indemnifies and holds harmless YesUp and the publishers (including their successors, directors, officers, employees, agents, assigns) from and against all claims, loss, liability, damage and expense of any nature (including attorneys’ reasonable fees) in connection with the advertisement URL and its linked websites, for any actual or alleged breach of any term of this agreement. Damages: In no event shall either party be liable for special, indirect, incidental, or consequential damages, including, but not limited to, loss of data, loss of use, or loss of profits arising there under or from the provision of services. Limitation of Liability: Neither YesUp nor the participating sites will be subject to any liability whatsoever for:
• Any failures to provide reference or access to all or any part of the advertisement URL due to system failures or other technological failures of YesUp or of the Internet;
• Delays in delivery and/or non-delivery of a campaign, including, without limitation, difficulties with a publisher or website, difficulties with a third-party server, or electronic malfunction;
• Errors in content or omissions in any advertisement URLs provided by the customer.
The program reserves the right to change any of these terms and conditions at any time without notice. You are responsible for complying with any changes to the Terms and Conditions within 10 days of the date of change.
MINIIMUM AGE REQUIREMENT:
No person under the age of 18 is allowed to participate in our program unless written permission from a parent or legal guardian, notarized, signed and dated, is faxed to 1-503-213-6300
IN THE CASE OF DISPUTE:
Customer agrees to settle any/all dispute(s) under this agreement via binding arbitration in Toronto, Ontario Canada.