User agreement - Publisher
This document represents an offer of the "LINDERSON INVESTMENTS" LP (hereinafter referred to as "Ginads") to conclude an Agreement for the provision of Services to ensure the buyback of the transitions of visitors to the Publisher's sites by placing advertising teasers presented in the Ginads system on the conditions set out below.
DEFINITIONS AND TERMS
1.1. For the purposes of this document, the following terms are used with the following meanings:
User - a visitor to information resources on the Internet.
Offer acceptance - full and unconditional acceptance of the Offer by performing the actions specified in section 7. of the Offer. An Agreement is concluded by the acceptance of the Offer.
Advertising materials - a website or page, a link to which is indicated by the Advertiser in the personal account.
A platform site is a source of information on the Internet defined by a separate address (domain), which is owned by the Publisher.
Click (Transitions) - a request from a user using a teaser that redirects users who have addressed to it to the Advertiser's website.
Publisher is a person who has carried out the Offer Acceptance. The Publisher is the Executor of the Ginads Services under the concluded Agreement and is responsible for all actions performed by him, as well as by his representative through the Client's web interface.
Client web interface is a software interface for the Publisher's interaction with the Ginads service, which contains information about the Publisher, statistics and other information regarding the Ginads Services, and also provides the possibility of remote interaction of the Parties under the Agreement (selection of advertising formats for display, setting the frequency of advertising display , but not limited to the above), available to the Publisher after authorization using the Publisher's login and password on Ginads, through application programs (including programs for mobile devices) or API.
1.2. The Offer may contain terms that are not defined in clause 1.1 of the Offer. In this case, the interpretation of such a term is made in accordance with the text of the Offer.
SUBJECT OF THE CONTRACT
2.1. The subject of the Agreement is the provision of paid Ginads services by the Publisher on the terms of this Offer, to ensure the redemption of the transitions of Internet Users from the Publisher's website, by placing advertising teasers on the Publisher's sites.
TERMS OF SERVICE PROVISION
3.1. Services are provided only in relation to the sites-platforms of the Publisher's account, for which the Publisher has carried out the Offer Acceptance.
3.2. The Publisher (representative of the Publisher) independently prepares and edits the site-site, places teasers. Taking into account all the requirements determined by the Offer, unless otherwise agreed by the Parties additionally. The Publisher independently and fully bears the responsibility stipulated by the legislation as the person who carried out the creation and preparation of the site-site and guarantees the compliance of the sites compiled and provided by him for placement by Ginads with all the requirements of the current legislation.
3.3. Ginads has the right to check the Publisher's sites for compliance with the requirements of the Offer (Agreement), both before the start of the provision of the Services, and at any time after the start of the sale of traffic-transitions of users.
3.4. Ginads reserves the right to:
3.4.1. suspend the provision of the Services and / or terminate the Agreement (s) with Publisher unilaterally if:
a) cheating, script modifications, sticking, draining CAP traffic or other similar systems, adding hacked or content-free resources were detected;
b) attempts were recorded to deceive the network and advertisers-buyers by offering automatic-machine bot-traffic instead of real-living people, users, site-site visitors.
3.4.2. delete the Publisher's site added under the Agreement after twelve months from the date of the sale of the last User's Click. During the specified period, the Publisher is provided with access to the account (after authorization using the Publisher's login and password).
3.5. The Publisher does not have the right to transfer his rights under the Agreement to any third party.
3.6. The Publisher is solely responsible for the safety and confidentiality of registration data (login and password). All actions taken in relation to sites-sites using the Publisher's login and password are considered to have been carried out by the Publisher. The Publisher is solely responsible to third parties for all actions performed using a username and password. Ginads is not responsible for the unauthorized use of the Publisher's registration data by third parties.
3.7. The Publisher acknowledges that for the purposes of the Agreement, in particular, to determine the number of impressions, the number of Clicks, the cost of the Services, only the data of the Ginads system, generated by the results of processing user Clicks, are used.
RIGHTS AND OBLIGATIONS OF Ginads
4.1. Receive Services from the Publisher in accordance with the Agreement concluded on the terms of the Offer.
4.2. When providing the Services under the Agreement, provide the Publisher (Publisher's representative) with the ability to access statistics of the Ginads system through the client's web interface using the Publisher's login and password, while Popnader is not responsible if the Publisher is unable to familiarize the Publisher with the statistics data for reasons beyond the control of Ginadsa.
4.3. Ensure confidentiality in relation to the Publisher (representative of the Publisher) and its sites, including by providing access to the account only by entering the Publisher's login and password.
4.4. Do not transfer your rights under the Agreement to any third party.
Ginads has the right to:
4.5. Temporarily suspend co-operation with the Publisher for technical, technological or other reasons that prevent the receipt of the Services, for the period of elimination of such reasons.
4.6. Suspend the receipt of Services under the Agreement and / or early terminate the Agreement unilaterally out of court by notifying the Publisher in cases of violation by the Publisher of obligations and / or guarantees accepted in accordance with the Agreement.
RIGHTS AND OBLIGATIONS OF THE Publisher
The Publisher undertakes:
5.1. Prepare a site-site for placing and displaying advertisements on your own.
5.2. When preparing, creating, changing the site-site, comply with all applicable norms and requirements of current legislation, laws on intellectual property, but not limited to the above.
5.3. Do not try by any means to increase ad impressions and the income received, other than directly displaying ads to live people - visitors to the Publisher's site-site.
The Publisher has the right to:
5.4. Access to statistical data in the prescribed manner.
5.5. Change the settings of the site and the display of advertising (including the terms of placement) at any time in compliance with all the requirements established by the Agreement.
5.6. Pause or stop showing ads at any time.
COST OF SERVICES AND TERMS OF PAYMENT
6.1. The cost of the Services received by Ginads under the Agreement is determined in accordance with the statistics of Ginads, based on the prices for Clicks and the number of Clicks for the reporting period. At the same time, the prices for Clicks are determined as a result of trading between buying partners and are reflected in the Ginads statistics data.
6.2. The reporting period for the provision of the Services is set within a calendar month.
6.3. Payment for the Services is made by Popandr in Russian rubles or in foreign currency, in which the cost of the Services is set in the invoice, by bank transfer.
6.4. The Services are rendered by Ginads on post-payment terms for the Services. Payment by Ginads for services is an Offer Acceptance and entails the conclusion of an Agreement on post-payment terms (clause 7 of the Offer).
6.5. For the purposes of this clause of the Offer, the period calculated in calendar days does not include non-working days and holidays.
6.6. For the purposes of the Agreement, payment for the Services is made by bank transfer, in particular, by bank transfer or other legal method from among those provided by Ginads (indicated in the "Profile Settings" section on the Ginads Website). The choice and use of the method of payment for the Services is made by the Publisher at its sole discretion and without the envisaged responsibility of Ginads. Security, confidentiality, as well as other conditions for using the method / form of payment chosen by the Publisher go beyond the Offer and the Agreement and are governed by agreements (contracts) between the Publisher and the relevant organizations.
6.7. Services are considered paid to the Publisher from the moment Ginads is sent the entire amount of payment to the details of the Publisher. If necessary and a request from the Publisher, confirmation of the fact of payment can be: a) a facsimile copy of the payment order for a non-cash form of payment; b) a facsimile copy of the payment receipt with the seal of the bank through which the payment was made; c) Ginads verification of the fact of payment in favor of the Publisher through the payment system if the Publisher makes an electronic payment.
6.8. On a monthly basis (on the last day of the reporting period) and / or upon completion of the provision of Services under the Agreement, the Publisher forms a unilateral Act on the services rendered in accordance with the volume of Services actually provided in the reporting period.
ACCEPTANCE OF THE OFFER AND CONCLUSION OF THE AGREEMENT
7.1. The Publisher makes an Acceptance of the Offer in the event of the conclusion of the Agreement on a postpaid basis by subsequent payment for the Services of the Publisher, in respect of which the Agreement is concluded.
PERIOD OF VALIDITY AND CHANGE OF TERMS OF THE OFFER
8.1. The Offer comes into force from the moment it is posted on the Internet (at: https://Ginads.net/index/documents/publisher_user_agreement) and is valid until the Ginads Offer is revoked.
8.2. Ginads reserves the right to amend the terms of the Offer and / or withdraw the Offer at any time at its sole discretion. In the event that Ginads makes changes to the Offer, such changes come into force from the moment the amended text of the Offer is posted on the Internet at the address specified in clause 8.1.
DURATION AND AMENDMENT OF THE AGREEMENT
9.1. The acceptance of the Offer by the Publisher, made in accordance with Article 7 of the Offer, creates an Agreement (Article 438 of the Civil Code of the Russian Federation) on the terms of the Offer.
9.2. The Agreement enters into force from the moment the Publisher accepts the Offer and is valid: a) until the Parties fulfill their obligations under the Agreement, namely, payment by Ginads of the cost of the Services and the provision of Services by the Publisher in an amount corresponding to the cost of the Services, or b) until the Agreement is terminated.
9.3. The Publisher agrees and acknowledges that making changes to the Offer entails the introduction of these changes into the Agreement concluded and in force between the Publisher and Ginads, and these changes to the Agreement come into force simultaneously with such changes to the Offer.
9.4. In case of withdrawal of Ginads's Offer during the term of the Agreement, the Agreement shall be deemed terminated from the moment of withdrawal, unless otherwise agreed by Ginads upon withdrawing the Offer.
10. TERMINATION OF THE CONTRACT
10.1. The contract can be terminated:
10.2. By agreement of the Parties at any time.
10.3. On the initiative of either Party in case of violation by the other Party of the terms of the Agreement with written notification of the other Party.
10.4. On other grounds provided for by this Offer.
11.1. The Services are delivered "AS IS" ("AS IS") without warranty of performance, purchasing power, data integrity, or other express or implied warranties. Ginads does not bear any responsibility for causing or the possibility of causing harm to the Publisher, his information or site due to the use or inability to provide the Services.
11.2. During the term of the Agreement, Ginads will make every effort to eliminate any failures and errors, if any, as soon as possible. At the same time, Ginads does not guarantee the absence of errors and failures in the placement of Advertisements, including with respect to the operation of the software.
11.3. By agreeing to the terms and conditions of this Agreement, the Publisher assures Ginads and guarantees that:
11.3.1. The Publisher enters into an Agreement voluntarily, while the Publisher:
a) fully familiarized himself with the terms of the Agreement,
b) fully understands the subject of the Agreement,
c) fully understands the meaning and consequences of his actions in relation to the conclusion and execution of the Agreement.
11.3.2. The Publisher has all the rights and powers necessary for the conclusion and execution of the Agreement.
11.3.3. Placing teasers of Ginads on the site-site, the content of the site, including, but not limited to, the materials to which the Link is installed, do not violate and do not entail a violation of current legislation and / or the rights of third parties.
12. LIABILITY AND LIMITATION OF LIABILITY
12.1. For violation of the terms of the Agreement, the Parties bear responsibility established by the Agreement and / or the current legislation of the Russian Federation.
12.2. Ginads under no circumstances bears any responsibility under the Agreement for: a) any actions / inaction that are a direct or indirect result of actions / inaction of the Publisher and / or third parties; b) any indirect losses and / or lost profits of the Publisher and / or third parties, regardless of whether Ginads could foresee the possibility of such losses or not; c) the use (impossibility of use) and any consequences of the use (impossibility of use) by the Publisher of the chosen form of payment for the Services under the Agreement, as well as the use / impossibility of use by the Publisher and / or third parties of any means and / or methods of transmitting / receiving information ...
12.3. The aggregate amount of Ginads's liability under the Agreement, including the amount of penalties (fines, penalties) and / or reimbursable damages, for any claim or claim in relation to the Agreement or its performance, is limited to 10% of the cost of the Services under the Agreement.
12.4. The Parties are exempt from liability for partial or complete non-fulfillment of obligations under this Agreement if this failure was the result of force majeure circumstances that arose after the conclusion of the Agreement, or if the failure to fulfill obligations by the Parties under the Agreement was the result of extraordinary events that the Parties could neither foresee nor prevent by reasonable measures. Force majeure circumstances include events that the Party cannot influence and for the occurrence of which it is not responsible, including: war, uprising, strike, earthquake, flood, other natural disasters, fire, power failures that occurred through no fault of Parties, actions and acts of authorities adopted after the conclusion of the Agreement and making it impossible to fulfill the obligations established by the Agreement, and other unforeseen circumstances and events and phenomena beyond the control of the parties, but not limited to the above.
12.5. The Publisher is fully responsible for a) compliance with all legal requirements, including intellectual property, but not limited to the above, in relation to the content of the site-platform to which the Publisher sets a link or banner, the use of the site (domain name of the site), on which is the link, other actions carried out by him as a Publisher, the owner of the site-site b) the reliability of the information specified by him when registering as a user on Ginads, and the reliability of the guarantees and assurances of the Publisher contained in clause 11 of the Offer.
12.6. Taking into account the conditions of clause 12.5 of the Offer, the Publisher undertakes, on its own and at its own expense, to resolve disputes and settle claims of third parties regarding the content of the site-site, in connection with the placement of links and banners on it under the Agreement, or to reimburse losses (including legal costs ), caused by Ginads in connection with claims and claims, the basis for the presentation of which was the placement of links and banners on the Publisher's site-site under the Agreement. In the event that the content of the Publisher's site-site under the Agreement was the basis for the presentation to Ginads of orders for the payment of penalties by state bodies, the Publisher undertakes to immediately, at the request of Ginads, provide him with all the requested information regarding the site-site, assist Ginads in settling the orders, and also reimburse all losses (including the costs of paying fines) caused by Ginads as a result of the presentation of instructions as a result of placing links and banners on the Publisher's site-site.
12.7. In case of violation by the Publisher of the terms of the Agreement, Ginads has the right to suspend the receipt of the Services until the Publisher eliminates the violations and reimburses (compensation) the losses caused by Ginads by such violation in full and / or terminate the Agreement with sending a corresponding notification to the Publisher at the Publisher's e-mail address specified when creating account in the system. In case of termination of the Agreement on the specified basis, Ginads has the right to collect from the Publisher the amounts of forfeits and losses presented in accordance with the Agreement by withholding.
13. OTHER CONDITIONS
13.1. The agreement, its conclusion and execution are governed by the current legislation of the Russian Federation. All issues not regulated by the Offer or not fully regulated are regulated in accordance with the substantive law of the Russian Federation. If disputes between the Publisher and Ginads regarding the Agreement are not resolved through negotiations between the Parties, they are subject to consideration in the manner prescribed by the current legislation in the Moscow Arbitration Court.
13.2. Any notifications under the Agreement may be sent by one Party to the other Party: 1) by e-mail a) to the e-mail address of the Publisher specified by him when creating an account in the system, from the Ginads e-mail address specified in clause 14 of the Offer, if the recipient is Publisher, and b) to the email address of Ginads specified in clause 14 of the Offer, from the email address of the Publisher specified by him when creating an account in the system.
13.3. In the event that one or more provisions of the Offer are for any reason invalid, unenforceable, such invalidity does not affect the validity of any other provision of the Offer (Agreement), which remain in force.
13.4. Without conflicting with the terms of the Offer, Publisher and Ginads have the right to conclude an Agreement for the provision of Services at any time in the form of a written bilateral document.
14. DETAILS of Ginads
Company address: 18/2 ROYSTON MAINS STREET EDINBURGH, SCOTLAND EH5 1LB
Bank Country: Latvia
Account Owner: LINDERSON INVESTMENTS LP
USD IBAN: LV33LAPB0000086057608
EURO IBAN: LV04LAPB0000086059488
Bank Name: AS LATVIJAS PASTA BANKA
ZIP Code / City: LV-1011, Riga
Adress: 54 Brivibas street
Countries for which this offer agreement is available: