Apply for the Enthusiast Publisher Network

This agreement sets out the terms and conditions ("Terms and Conditions") applicable to publishers of the Enthusiast Publisher Network ("EPN") operated by Affinitive, LLC ("Affinitive") for the promotion of participating EPN brand advertisers ("Advertisers"). In order for an applicant's site to be considered for participation, and as a condition of continued participation in the EPN, applicants (referred to as 'Publishers' if and when approved for participation by Affinitive) must agree to the following Terms of Service. In the event a Publisher breaches or otherwise fails to comply with any provision of these Terms of Service then in addition to any other remedy available to Affinitive, Affinitive may terminate the participation of such publisher in the EPN and/or may withhold any payments relating to participation in the EPN due to such publisher from Affinitive.

Eligibility Requirements

Affinitive shall have absolute discretion as to whether or not it accepts a particular applicant or site for participation in the EPN. The following are examples of sites that are not eligible for participation:

• non-English sites
• sites which contain material that infringes the rights of others (including but not limited to copyright and other intellectual property rights) or which promotes copyright piracy (i.e., unauthorized MP3s, roms, 'warez', emulators, or cracks, etc.)
• sites with pornography, adult content, sexual or erotic material or sites that contain links to such content
• sites with gratuitous displays of violence, obscene or vulgar language, and abusive content or content which endorses or threatens physical harm
• sites promoting any type of hate-mongering (i.e., racial, political, ethnic, religious, gender-based, sexuality-based or personal, etc.)
• sites that participate in or transmit inappropriate newsgroup postings or unsolicited e-mail (spam)
• sites promoting any type of illegal substance or activity (i.e., how to build a bomb, hacking, 'phreaking', etc.)
• sites with illegal, false or deceptive investment advice and money-making opportunities
• sites that provide incentives of any nature to require or encourage users to click on paid links and ad banners (i.e., charity, sweepstakes, etc.)
• sites that are under construction or incomplete
• sites with extremely limited audiences or viewership
• sites with any type of content reasonable public consensus deems to be improper or inappropriate

It is the publisher's sole responsibility to maintain acceptable content, as outlined in the eligibility requirements, after their acceptance to the EPN.

Right of Refusal

Affinitive may refuse to accept any publisher or any website for participation in the EPN as determined by Affinitive at its sole discretion.

Ability to Enter Into Contract

In order to participate as a publisher in the EPN, all participants must be at least 18 years of age and not less than their country's legal age for entering into a contract. Applicants represent and warrant that all information submitted to Affinitive shall be true, accurate and complete.

Approved URL

EPN advertising may only appear on URLs that Affinitive has reviewed and accepted for participation.

The term 'approved' as used in this provision should not be interpreted as meaning that Affinitive approves of the content at any approved URL but rather that the URL has been accepted for participation. The publisher agrees to advise Affinitive of any changes in the type of content accessible at any approved URL. Affinitive also reserves the right to re-review and re-approve any previously approved URL.

HTML Code Integrity

Publishers may not alter, sell or disclose the EPN insertion HTML code in any way. In certain unique cases, Affinitive will allow minor adjustments to the insertion code provided that the publisher receives written consent (which may be sent by Affinitive via e-mail) in advance of the change.

Unique Visitors

PPC (pay-per-click) campaigns are paid per unique visitor. A 'unique visitor' is defined as a maximum of one visit from any IP address per twenty-four-hour period to each advertiser's website.

Origination of the Enthusiast Publisher Network Ads

All advertising and/or content must originate from the EPN's servers. Stored or cached images and/or content loaded from any other source or location will not count as an impression or click.

Placement of Banners

EPN publishers will be required to place their approved EPN banner code on any of their approved URLs within 5 business days of approval or the publisher's membership may be cancelled.

EPN publishers may only place one banner per page for the Enthusiast Publisher Network and, unless special arrangements are made, such banner must appear in the first viewable screen (based on an 800x600 display) without any horizontal or vertical scrolling. The Enthusiast Publisher Network banner must only load once per page view.

A banner for the EPN may not be placed on a page which contains more than three others banners from other ad networks or from any source including the publisher unless cleared by the EPN. As well, the EPN banners cannot be placed on pages without any content or with content only directing someone to click the banner.

Banner Statements

Publishers may not place notices in proximity to the EPN banner to encourage or require users to click on the banner. Publishers may, however, state: 'click here to visit our sponsor' or 'to visit our advertiser, click here.'

Autospawning Activity

UNDER NO CIRCUMSTANCES SHOULD ANY PUBLISHER ENGAGE IN ANY FORM OF AUTOSPAWNING ACTIVITY. Any instance is prohibited and is grounds for immediate termination. Additionally, publishers may not serve advertisements on downloadable applications.

Page Ownership

EPN banners may only appear on web pages that are directly controlled by the EPN publishers. Only the legal owner of a URL may submit that URL for membership. Only one publisher account may be opened for a specific URL and only the URL that was approved by Affinitive may carry the EPN ads.

For example, the EPN ads may not be put on sites that provide users with free-hosting, community or redirection services. EPN ads are also not permitted on framed-content pages which publishers provide no-proxy link towards.

Publisher Investigation

At any time Affinitive may investigate any publisher site for violation of the Terms and Conditions. Affinitive regularly performs compliance audits.

Fraudulent Clicks or Impressions

Any method to artificially and/or fraudulently inflate the volume of impressions or clicks is strictly forbidden. Counts of impressions or clicks will be decided solely on the basis of reports generated by Affinitive's systems.

These prohibited methods include but are not limited to: framing an ad-banner's click-through destination, auto-spawning of browsers, blind text links, running 'spiders' against a publisher's own website, automatic redirecting of users, pop-up windows or any other technique of generating automatic or fraudulent (as determined by Affinitive, acting reasonably, or based on industry practices) click-throughs and/or impressions. EPN banners may not be placed on a page which reloads automatically.

Affinitive shall have no obligation to publisher with regard to any advertisements arising from any activity other than a valid visitor to the Publisher Sites. A valid visitor is defined as a non-automated visitor originating from an Internet Protocol ("IP") generally believed to be U.S. or Canadian in source and English speaking in origin. Non-valid visitors include those arising from non-human traffic, including electronic spiders, crawlers, e-mail harvesters, as well as incentivized traffic, additional clicks (i.e. more than one) emanating from the same unique IP address to the same unique universal remote locator (URL) within a 24-hour period. Publisher is required to supply the visitor's IP with the query to ensure the validity of the IP, and to allow the EPN to serve the most relevant content based on the geography of the client.

The HTML insertion code for the EPN banners may not be used on a web page other than one located at an approved URL and may not be distributed or submitted to any newsgroup, e-mail distribution list, chat room, guest book, or other location which would result in the execution of such code without a bona fide visit to an approved URL.

EPN publishers may not require users to click on a banner for the EPN prior to entering a publisher website or any area therein or provide incentives of any nature to encourage or require users to click on the EPN banners.

Removal From Network

Affinitive reserves the right to terminate the participation of any publisher or site without reason but expressly including any publisher site that Affinitive judges to be in violation of the Terms and Conditions.

Publishers in violation of the EPN Terms and Conditions will be immediately deactivated. Affinitive may deactivate publishers with no prior notification, though every effort will be made to notify the deactivated publisher via the e-mail address provided by the publisher. Publishers found in violation of the Terms and Conditions will not receive any credit or payment from Affinitive. Publishers that are terminated by Affinitive on any basis other than violation of these Terms and Conditions will be entitled to receive any payment due from Affinitive.

Upon termination of a publisher from the EPN, for any reason and by either party, the publisher shall immediately remove all HTML insertion codes from all pages where the publisher had inserted such codes.

Payment

The EPN will send publishers payment in the form of PayPal payments or gift certificates to their choice of Amazon.com or iTunes.com, as indicated by a Publisher during registration. The amount of this payment will be determined by the amount of unique click-throughs that are generated from a publisher's exclusive code in the form of banners and/or links.

The EPN agrees to pay a minimum of $0.20 USD per unique click tracked up to the maximum amount in total rewards value established for each campaign. Payments will commence within one month of the close of each campaign that a Publisher participates in or at least every three months for campaigns with longer terms. Payments will only be granted after the full term of the campaign is reached and total payment value will be voided if a Publisher ends a campaign before the determined end date. On a case-by-case basis, the EPN reserves the right to grant higher click-through payments to select sites. The maximum number of campaigns that each Publisher can run at one time is at the discretion of the EPN, although Publisher will be given one week (five business days) to opt out of any campaign they have been selected to participate in after receiving first notification.

The EPN is not responsible for the use of any payments. Publishers agree to hold The EPN, Affinitive, its affiliates and clients, harmless from any and all liability stemming from the use or misuse of the above mentioned payments.

Publishers will keep their payment address and complete contact information, including telephone number and e-mail address, up-to-date in their publisher account profile. The EPN may provide notice to publishers by a notice placed on the EPN site and/or an e-mail sent to the address listed in the publisher profile. Publishers who fail to keep this information current and complete cannot hold the EPN responsible for late or misdirected payment of earned revenue.

As previously stated, any publisher site that the EPN removes from the EPN due to violation of the Terms and Conditions will receive no credit or payment.

The EPN may withhold or cancel any payment due to any publisher whose website is found by the EPN to be displaying dubious and/or problematic click-through rates (CTR) (such as click-through rates that are outside the normal range of average sites). The EPN may also post maximum CTR rates for which it will pay banner-advertising fees.

Taxes

Publishers are responsible for the payment of all taxes related to the commissions publishers earn under this Agreement. In compliance with tax laws, Affinitive will issue a Form 1099 for all U.S. domestic Publishers (or a Form 1042-s for all foreign Publishers) to which Affinitive makes combined yearly payments of $600 or more. If publisher is a United States resident or company to which Affinitive makes combined yearly payments of $600 or more (as a Publisher), publisher must send us a completed W-9 form (http://www.irs.gov/pub/irs-pdf/fw9.pdf) or completed W-8 form for Canadian Publishers (http://www.irs.gov/pub/irs-pdf/fw8ben.pdf). U.S. corporations do not need to send in a W-9 form. Publisher must return its paperwork to Affinitive in one of the following ways:

1. Fax it to 212-684-3395
2. Email back scanned copies
3. Mail it to:
   
   
   Enthusiast Publisher Network
   c/o Affinitive
   135 West 26th Street, 8th Floor
   New York, NY 10001
   

Termination

Either party may terminate this agreement (and participation in the EPN) at any time by notification at that party's e-mail address as set out on the EPN website in the case of Affinitive, and as set out in the publisher's profile on the EPN in the case of a publisher.

Privacy Policy

Publishers will support Affinitive's commitment to the protection of privacy in the Internet community. To be in accordance all publisher sites must provide a fair and clear privacy policy to their users. Visit our privacy policy page for more information.

Indemnification

The publisher agrees to indemnify and hold Affinitive and its affiliates, employees, agents and representatives harmless from and against any and all claims, demands, liabilities, expenses, losses, damages and attorney fees arising from any and all claims and lawsuits for libel, slander, copyright, and trademark violation as well as all other claims resulting from (i) the participation of the publisher in the EPN, (ii) operation of the publisher's web site or any URL submitted to Affinitive for participation in the EPN or (iii) otherwise arising from publisher's relationship with Affinitive. The publisher also agrees to indemnify Affinitive for any legal fees incurred by Affinitive, acting reasonably, in investigating or enforcing its rights under this agreement.

Modifications

Affinitive reserves the right to change the publisher Terms and Conditions at any time. It is the publisher's responsibility to check these Terms and Conditions from time to time for such changes. In the event Affinitive offers any additional or replacement services then this agreement shall apply to such services in the absence of any new agreement specific to such services, which is entered into between the parties.

Assignment

Publishers may not assign this agreement, in whole or in part, without Affinitive's written consent. Any attempt to assign this Agreement without such consent will be null and void.

Publicity

Publishers grant Affinitive permission to refer to the publisher and its sites in its marketing materials.

Sweepstakes/Contests

Publisher and Affinitive acknowledge and agree that Advertisers may from time to time provide free promotional products or materials to Affinitive for distribution to either one or several publishers. Both parties agree that Affinitive shall, within its sole discretion, decide which publisher shall receive such promotional materials from Advertisers.

If publisher(s) receive such promotional materials from Affinitive, publisher(s) shall have the right, but not the obligation, to conduct or cause to be conducted a local sweepstakes or similar contests which shall tie-in with publisher's participation in the EPN and shall feature advertising and promotional materials from Advertisers. Publisher may, but is not obligated to, conduct a national sweepstakes or similar contest. Publisher warrants that all such local, regional and/or national contest shall comply with applicable law. Publisher understand and agrees that receipt of such promotional materials may from time to time be conditional upon publisher contacting Advertiser directly to provide certain requested information.

The parties further acknowledge and agree that Affinitive expressly disclaims all representations and warranties with respect to such promotional products, and publisher agrees that there are no representations or warranties being made by Affinitive, implied or expressed, statutory or otherwise, in respect of the promotional materials. Publisher hereby fully release and discharges Affinitive from, and hereby waive and relinquish, any and all claims, demands, contentions and causes of action which the Publisher may now have or hereafter have or claim to have against Affinitive, by reason of any matter or thing arising out of or in any way connected with, directly or indirectly, the promotional materials.

Disclaimers, Exclusions and Limitations

Affinitive expressly disclaims all representations and warranties, and the publisher agrees that there are no representations or warranties being made by Affinitive, implied or expressed, statutory or otherwise, in respect of the EPN or its operation. Affinitive expressly waives all implied warranties and conditions of merchantability, merchantable quality or fitness for purpose. Publishers agree that their participation in the EPN is at their own risk. While Affinitive uses commercially reasonable efforts to ensure a high standard of service, Affinitive does not guarantee, and assumes no liability in the event, that the EPN will be operational at all times or that the EPN will not experience periodic disruptions. Affinitive shall not be liable for any direct, indirect, consequential, special, incidental or other damages incurred by publishers from participation in the EPN, whether based on contract (including fundamental breach), tort (including negligence) or otherwise. In no event shall Affinitive's aggregate liability exceed the amount of fees then due to the publisher as determined pursuant to this agreement.

Services Interruption

Publisher agrees not to hold Affinitive responsible for any liability, loss, cost, claim, damage or cause of action of any kind that it may suffer as a result of the transactions contemplated hereby, including but not limited to loss resulting from service delays and incomplete or interrupted service, regardless of cause or fault.

Spam Policy

Affinitive is vigorously against the practice commonly referred to as "Spam." Publishers who are reported and whose claims of "Spam" are validated by Affinitive will have their participation in the EPN either immediately TERMINATED or SUSPENDED, at the sole discretion of Affinitive. Affinitive defines "Spam" as: (1) Electronic mail messages addressed to a recipient with whom the initiator does not have an existing business or personal relationship or is not sent at the request of, or with the express consent of, the recipient; (2) Messages posted to Usenet and message boards that are off-topic (unrelated to the topic of discussion), cross-posted to unrelated newsgroups, or posted in excessive volume; (3) Solicitations posted to chat rooms, or to groups or individuals via Internet Relay Chat or "Instant Messaging" system.

Ownership

Publishers agree that all information contained on a website operated by Affinitive or its affiliates, and all information compiled by Affinitive through operation of the EPN, is the proprietary information of Affinitive. Personal information provided by publishers to Affinitive will be kept confidential and will not be distributed, except in aggregate form, to any third party. Notwithstanding the foregoing, Affinitive reserves the right to identify the publisher to a third party where Affinitive, acting in good faith and reasonably, believes (i) that the publisher has infringed or violated the right of that third party in connection with a web site carrying advertising from the EPN, or (ii) is necessary to satisfy any applicable law or regulation, or comply with legal process or a government request, (iii) that the disclosure of such information is necessary for Affinitive to protect its legal or proprietary interests.

Choice of Law

This agreement shall be governed by and construed in accordance with the laws of the State of New York. Both parties waive application of the UN Convention on the International Sale of Goods. The parties agree that if this agreement is construed as an agreement for the sale of goods, this agreement shall be governed and construed in accordance with the Uniform Commercial Code as adopted in the State of New York.

Case of Dispute

Any dispute or controversy between the parties arising out of or relating to this Agreement, including without limitation, a dispute or controversy relating to the construction of any provision or the validity or enforceability of any term or condition (including this paragraph) or of the entire Agreement, or any claim that all or any part of this Agreement (including this provision) is void or voidable, shall be submitted to arbitration before a single arbitrator in accordance with the Commercial Rules of Arbitration of the American Arbitration Association then in effect at Affinitive's head office located in New York, New York. Each party shall bear his or its own costs in any such proceeding. The decision of the arbitrator shall be final and binding upon the parties and may be enforced in any court of competent jurisdiction. To the fullest extent permitted by law, the parties irrevocably submit to the jurisdiction of such forum and waive any objection he or it may have to either the jurisdiction or venue of such forum. Nothing contained herein shall in any way deprive either party of their right to obtain injunction or other equitable relief.

And Finally...

We thank you for choosing the EPN and we look forward to a mutually rewarding relationship!