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the event that YOU have a Conversion Rate of less than 1.00 in any
given Pay Period, YOU will be paid at a rate of Twenty United States
Dollars (20 USD) for every sign-up during the Pay Period, instead
of the calculation described above.
"Conversion
Rate" is defined as the total number of new membership sign-ups
to PinkFever.com that PF obtains from Unique Hits YOU send to PF
Target Page(s) from web page(s) of YOUR site(s), divided by the
total number of Unique Hits YOU send to PF Target Page(s) from YOUR
site(s), multiplied by one thousand.
"Unique
hits" is defined as clicks from an IP address not seen during
the current current twenty-four (24) hour period measured from 10:00
PM Pacific Time to 9:59 PM Pacific Time.
7.4 PF
reserves the right to change the payout calculation at any time
with three (3) days written notice to YOU.
7.5 All payments are made by check in U.S. dollars. Payments
are mailed on Fridays for the Pay Period ending on the immediately
preceding Sunday. Payment will only be sent if the amount due to
YOU is at least $100. Payment will be carried over from week to
week until the amount due to YOU is at least $100. If YOU are a
foreign, non United States resident participant, YOU may request
that PF withhold payment until the amount due is $300.00, $600.00
or $900.00 so as to incur lower banking fees.
7.6 YOU agree, by accepting and negotiating payment received
from PF, that the payment received is payment in full for any and
all advertising space and traffic for the Pay Period to which the
payment applies.
7.7 PF's log files will prevail in determining the number
of Unique Hits. PF will not pay for Web traffic generated by Java
Scripts, hidden IMG SRC or any other falsification of hits.
7.8 More than five (5) hits from the same IP address in one
Pay Period, or more than one (1) hit from a single IP address in
a single day ("Excessive Hits") will not be counted as
Unique. Excessive Hits is grounds for termination of YOUR participation
in this Webmaster Program as a violation of these Terms and Conditions.
8. BANNERS
AND ADS.
8.1 PF will provide YOU with a selection of banners and ads
for use in this Webmaster Program. YOU may post as many of these
banners on YOUR site(s) as YOU wish
8.2 YOU may create banners or ads for use in this Webmaster
Program, but YOU must obtain PF's written approval of any such banners
or ads prior to usage. There is no compensation for making banners
or ads, and PF reserves the right to post any banners or ads you
create for use by other sites.
8.3 PF retains all copyright and ownership in the banners
and ads provided by PF, including all images therein. During the
existence of this Agreement, PF hereby grants to YOU the right to
post banners and ads provided by PF on YOUR web pages, solely in
order to send traffic to PF Target Page(s). Upon any termination
of YOUR participation in this Webmaster Program, this grant of rights
shall cease and YOU must immediately remove PF's banners and ads
from YOUR web pages.
8.4 YOU are not authorized to use PF's names and/or trademarks
and/or logos and/or banners and ads for any other purpose.
9. PROHIBITED
ACTIVITY.
9.1 Any and all practices that could reflect negatively on
PF are prohibited. All Web traffic sent to PF Target Page(s) must
be voluntary and must originate from a Web page. Misleading text
in connection with the banner, forced exit traffic, forced click-throughs,
and blind links, are all prohibited. Postings to newsgroups, bulletin
boards, clubs, or IRC postings,or other postings, with links to
PF Target Page(s) are prohibited. Links from e-mail are prohibited,
whether or not the e-mail constitutes unsolicted commercial e-mail
(UCE), commonly known as SPAM.
9.2 YOU
are prohibited from sending any Web traffic to PF Target Page(s)
from any Web pages with any content, on the Web page or in its URL,
that might infringe the rights of third parties, including but not
limited to: warez, password selling or trading, copyright or trademark
or other intellectual property infringement, privacy or right of
publicity infringement, use of another's name or a variation thereof
without express consent. YOU are prohibited from sending any Web
traffic to PF Target Page(s) from any Web pages which violate any
laws of a jurisdiction in which YOU or PF is located, or which contain
or promote, in any way, the following: obscene content, child pornography,
bestiality, rape, warez, password selling or trading, UCE or SPAM
e-mails, copyright or trademark or other intellectual property infringements,
rights of privacy or publicity infringements, use of another's name
or variation thereof without express consent.
9.3 YOU
are prohibited from placing PF banners or ads on a "Circle
Jerk" site or sending Web Traffic to PF Target Page(s) from
a "Circle Jerk" site. "Circle Jerk" is defined
to include, but is not limited to, sites that hide or camouflage
their entry button and/or links to their pictures, as well as any
effort to hide the site's true content with the intention of tricking
or encouraging browsers into clicking on banners.
9.4 YOU are prohibited from displaying PF Target Page(s)
in a frame or similar device for displaying PF Target Page(s) with
other advertising or content.
9.5 YOU are prohibited from using PF's names and/or trademarks
and/or logos and/or banners and ads and/or other intellectual property
in any unsolicited commercial e-mail (UCE), commonly known as SPAM.
9.6 If YOU engage in any PROHIBITED ACTIVITY, or in any similar
activity or practice to accomplish similar results, YOUR participation
in this Webmaster Program will be terminated immediately as a violation
of these Terms and Conditions. PF shall be the sole determiner whether
YOU have violated these Terms and Conditions.
10. WEB TRAFFIC
FROM PASSWORD PROTECTED AREAS. YOU are required to provide a
functional username and password to PF, upon request, for all password
protected URLs from which YOU have sent Web traffic to PF Target
Page(s). The username/password combination must remain functional
throughout YOUR participation in this Webmaster Program.
11. NONRESPONSIBILITY
FOR TECHNICAL PROBLEMS. PF will not be held responsible for
any loss to YOU that is caused by computer server downtime resulting
from complications with YOUR or our hosting equipment or technical
errors.
12. ENTIRE
AGREEMENT. These Terms and Conditions, along with the information
provided by YOU about YOU and YOUR site(s), shall constitute the
entire agreement between YOU and PF. The date of execution shall
be the date on which YOU submit to PF all identity, contact (address,
telephone, fax, e-mail) and tax information requested by PF.
13. APPLICABLE
LAW; ARBITRATION. This Agreement shall be governed by, and construed
in accordance with, the laws of the State of California, United
States, which are applicable to contracts entered into and to be
fully performed therein. Any dispute, controversy or claim relating
to this contract shall be settled by arbitration in the Cities of
Los Angeles or Culver in accordance with the rules and regulations
governing commercial arbitration promulgated by the American Arbitration
Association before a neutral arbitrator(s) (i.e., individuals who,
to the best of either party's knowledge, do not have a bias in favor
of, or against, either party) having experience in matters involving
Internet commerce. The decision of the arbitrators shall be final
and binding on the parties, and judgment upon the award rendered
by the arbitrators may be entered in any court having jurisdiction
thereof. Any arbitration award shall include attorney's fees for
the prevailing party.
14. LIMITED
LIABILITY. Notwithstanding anything to the contrary contained
herein, PF shall not, under any circumstances, be liable to YOU
for incidental, special, or punitive damages, including but not
limited to lost profits, even if apprised of the likelihood of such
damages occurring.
15. NOTICES.
All notices which YOU are required hereto or may desire to give
to PF shall be in writing and shall be given either by personal
delivery (which shall include by means of overnight delivery services),
fax or e-mail or by registered or certified mail (postage prepaid),
air mail if available. Such notices shall be deemed given on the
date delivered, faxed, e-mailed, or, if mailed, on a date three
(3) business days after the date of mailing if mailed in the United
States or five (5) business days after the date of mailing if mailed
outside of the United States. Until further notice, notices given
to PF shall be given as follows: PinkFever.com c/o DHD Media, 13428 Maxella Ave Ste. 294, Marina
Del Rey, CA, 90292, Fax:(310) 258-6229, e-mail: webmaster@pinkfever.com.
Notices given to YOU shall be given to the contact information (address,
fax, e-mail) provided by YOU upon commiting to this Webmaster Program,
or such subsequent contact information YOU provide in writing to
PF with receipt acknowledged.
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