The present document contains the General Partner Conditions (from here on out, referred to as “Conditions”) that regulate the relationship between ADS COMPASS LIMITED (from here on out, referred to as ADSCOMPASS) located at 737, Two Exchange Square, Connaught Place 8, Central, Hong Kong and the partners and users of ADSCOMPASS services (from here on out referred to as “Partner”).
ADSCOMPASS reserves the right to modify (for justified reasons such as updating the document to reflect updated legislation, evolution of processes or changes in the services offered, or the terms and clauses present in these Conditions. ADSCOMPASS will inform of modifications to the Conditions through the URL www.adscompass.com/privacy or by email as soon as possible. If you have questions you should first contact us through email. You can address your general questions and comments by e-mail to firstname.lastname@example.org.
2.1. ADSCOMPASS provides You an opportunity to participate in our Service and Program by placing its Ads on web pages of publishers registered in ADSCOMPASS Network. ADSCOMPASS will monitor, track and report its Services in a manner and on a schedule as determined by ADSCOMPASS.
2.2. In order to become an Advertiser or а Publisher you must first accurately submit an application for ADSCOMPASS account at our website and be in compliance with present Agreement (in case of using Self-service) or register yourself as an Advertiser or а Publisher by contacting ADSCOMPASS directly (in case of using Managed service) for acceptance, and not use any aliases or other means to mask your true identity or contact information. After we review your application, we will notify of your acceptance or rejection as ADSCOMPASS Advertiser or Publisher. We may accept or reject your account registration at any time at our sole discretion for any reason. ADSCOMPASS reserves the right to add, edit, remove or reclaim any account details (including your submissions) with or without your consent if deemed appropriate at ADSCOMPASS sole discretion.
2.4. ADSCOMPASS has the following Non Acceptable Business rules for Advertisers and Publishers:
Regulated entities that do not have the appropriate licensing;
Extreme political and/or charitable organizations
2.5. There are the following methods of using the Service available – Self-Service or Managed service.
Self-Service assumes that all Services and ad campaigns shall be provided through Advertisers account in Program. ADSCOMPASS support team may provide assistance upon your request, however, all the actions or modifications made through your account shall be deemed made solely by You.
Managed service assumes that assistance of using the Services and Program shall be provided by ADSCOMPASS officers.
2.6. You may not transfer your account to anyone without explicit written permission of ADSCOMPASS and you may not use anyone else’s account or password at any time without the express permission and consent of the holder of that account. ADSCOMPASS cannot and will not be liable for any loss or damage arising from your failure to comply with these obligations.
2.7. ADSCOMPASS will implement, monitor, track and report an agreed campaign. ADSCOMPASS will furthermore report if and when errors have occurred in a Campaign in order to rectify such errors so that such Campaign can be carried out as agreed on. ADSCOMPASS will also, at its sole discretion, provide support and advice on a Campaign during the term of this Agreement.
2.8. ADSCOMPASS does not guarantee:
(I) the placement, positioning or the timing of delivery of any Ad, or (II) the number (if any) of any impressions, publications, conversions or clicks on any Ad on any ADSCOMPASS Network Property
3.1. In consideration of your use of the ADSCOMPASS Services, you represent that you are of legal age to form a binding contract and are not a person barred from receiving the ADSCOMPASS Services under the laws of the applicable jurisdiction.
3.2. As a condition to using Services, you are required to register with ADSCOMPASS and receive a password and username (ADSCOMPASS User ID). You shall provide ADSCOMPASS with accurate, complete, and updated registration information. Failure to do so shall constitute a breach of the Terms of Service, which may result in immediate termination of your ADSCOMPASS account.
4.1. Provided statistical reports and displayed data are subject to change in ADSCOMPASS’s sole discretion.
4.2. All payments are based on ADSCOMPASS statistics unless otherwise mentioned in the Insertion Order (the “IO”).
4.3. ADSCOMPASS reserves the right to place the payments on hold in case of any suspicions in fraudulent activity.
4.4. Payment Frequency:
Publisher can request a payment three times during first month of work;
Further payments are issued once a month, Net30;
4.5. $50 is our minimum payout cumulatively meaning that if you do not reach your minimum payment the balance will accrue for the next period until you reach the $50 minimum.
In the event that the Partner is not satisfied with the quality of traffic received within a day, ADSCOMPASS agrees to allow chargeback from the Advertiser's Party. When the cooperation lasts more than one day without any complaints regarding traffic quality, Advertiser is obliged to pay the sum in full for the whole period of working without any recalculations and chargebacks. ADSCOMPASS provides tools for blocking inappropriate traffic sources. Advertiser, for its part, shall submit a list of unsuitable sources to be added to the block list.
In this respect, ADSCOMPASS shall not allow any recalculations or non-payments from Advertiser`s Party. ADSCOMPASS will not carry responsibility for complaints received from the 3rd Party. Advertiser will assume losses suffered as a result of chargebacks and non-payments from the 3rd Party.
6.1. You agree not to disclose ADSCOMPASS Confidential Information without ADSCOMPASS 's prior written consent. ADSCOMPASS Confidential Information includes without limitation:
all ADSCOMPASS software, technology, programming, specifications, materials, guidelines, and documentation;
click-through rates or other statistics relating to ADSCOMPASS and this Agreement;
any other information designated in writing by ADSCOMPASS as "Confidential" or an equivalent designation.
6.2. ADSCOMPASS Confidential Information does not include information that has become publicly known through no breach by You or ADSCOMPASS, or information that has been:
independently developed without access to ADSCOMPASS Confidential Information, as evidenced in writing;
rightfully received by You from a third party; or
required to be disclosed by law or by a governmental authority.
The Users and ADSCOMPASS agree to respect the rights of other Internet users (whether they use the ADSCOMPASS Services or not), be polite to each other, follow the code of ethics and the traditions of Internet use, and agree not to use ADSCOMPASS Services with the aim to abuse morals and/or ethics in any way.
8.1. Company reserves the right to terminate this Agreement and to refuse access to services to any Publisher or Advertiser at any time at it’s sole discretion. ADSCOMPASS will make reasonable efforts to notify of any such termination by e-mail within a reasonable period of time.
8.2. Termination of this Agreement can be initiated after Your written request and will be executed within 30 days after ADSCOMPASS confirmation.
Neither Party will be liable to the other by reason of failure or delay in the performance of its obligations hereunder on account of fires, storms, war, governmental action, labor conditions, earthquakes, natural disasters, interruption in internet service or any other cause which is beyond the reasonable control of such Party.
10.1. You agree not to disclose ADSCOMPASS confidential information without ADSCOMPASS’s prior written approval. Confidential information includes without limitation: product information, data, statistics, pricing, financial information, software, specifications, research and development and proprietary algorithms or other materials.
10.2. The Parties agree that if disclosure is made to their professional advisors, auditors or bankers this will be done subject to each Party procuring each such recipient’s agreement to keep such information confidential to the same extent as if such recipient were Party to this agreement.
10.3. The foregoing obligations under this section will not extend to any information to the extent that the Receiving Party can demonstrate that such information:
was at the time of disclosure or, to the extent that such information thereafter becomes through no fault of the Receiving Party, a part of the public domain by publication or otherwise;
was already properly and lawfully in the Receiving Party’s possession at the time it was received by the Receiving Party free from any obligation of confidentiality;
was or is lawfully received by the Receiving Party from a third Party who was under no obligation of confidentiality to the Disclosing Party with respect thereto;
is independently developed by the Receiving Party or its independent contractors who did not have access to the Disclosing Party’s Confidential Information;
express written consent has been given prior to disclosure.
10.4. In the event that the Receiving Party is required to disclose Confidential Information in accordance with judicial or regulatory or governmental order or requirement, or any tax authority to which that Party is subject or submits, wherever situated, whether or not the requirement for information has the force of law the Receiving Party will promptly notify the Disclosing Party in order to allow such Party to contest the order or requirement or seek confidential treatment for such information.
Advertiser agrees to indemnify and hold ADSCOMPASS, its affiliates, subsidiaries, successors and assigns harmless from any and all claims, actions, judgments or liabilities arising out of or in connection with Advertiser´s Campaign, any breach of this Agreement by Advertiser and/or of any representation, warranty or agreement in this Agreement.
12.1. ADSCOMPASS may assign this Agreement to a subsidiary or business successor. You may not assign this Agreement without the prior written consent of ADSCOMPASS, which shall not be unreasonably withheld.
12.2. This Agreement and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the law.
13.1. Refund could be applied only upon written request with the reasons for it sent to email@example.com. In the event that Ad campaign cannot be launched due to reasons included but not limited to noncompliance of the advertising materials with the requirements of current legislation, unacceptable quality and/or content of the creative, other reasons deemed applicable by ADSCOMPASS’ officer.
13.2. Refund will be made in the amount of the funds unused. The sum must be calculated based on reporting system of ADSCOMPASS. All funds credited to the account of the Advertiser within the frame of participation in bonus programs or similar actions of ADSCOMPASS are non-refundable.
13.3. All funds credited to the account of the Advertiser within the frame of participation in bonus programs or similar actions of ADSCOMPASS are non-refundable.
13.4. A request will be accepted only in case it has been sent from the email used for Advertiser’s Account registration.
13.5. Advertiser has 180 days from the moment of payment to request for a refund.
13.6. The refund may be credited back to the same payment details that were used for a payment proceeding.
13.7. The refund request will be released within 15 business days from the date of the request.
13.8. Refund is not acceptable in case the Advertiser violates terms and conditions of the present Agreement.
13.9. All processing fees for any refunded monies are to be paid by the Advertiser.