Advertiser Signup »
Publisher Signup »
New Publisher Signup
* Denotes Required
Choose a username:*
Choose a password:*
Antigua and Barbuda
Bosnia and Herzegovina
British Indian Ocean Terr
Central African Republic
Cocos (Keeling) Islands
Congo, The Democratic Rep
Falkland Islands (Malvina
French Southern Territori
Heard Island and McDonald
Holy See (Vatican City St
Iran, Islamic Republic of
Korea, Democratic People'
Korea, Republic of
Lao People's Democratic R
Libyan Arab Jamahiriya
Macedonia, the Former Yug
Micronesia, Federated Sta
Moldova, Republic of
Northern Mariana Islands
Palestinian Territory, Oc
Papua New Guinea
Saint Kitts and Nevis
Saint Pierre and Miquelon
Saint Vincent and the Gre
Sao Tome and Principe
Serbia and Montenegro
South Georgia and the Sou
Svalbard and Jan Mayen
Syrian Arab Republic
Taiwan, Province of China
Tanzania, United Republic
Trinidad and Tobago
Turks and Caicos Islands
United Arab Emirates
United States Minor Outly
Virgin Islands, British
Virgin Islands, U.S.
Wallis and Futuna
District of Columbia
List Any Website or Landing Page URL's You Own/Manage *
Tell us about your traffic sources, your marketing techniques, websites you'll place offers on and details about how you will promote offers *
Offer Focus: List the Offer verticals you do best with. The more specific you are the better we can help you find what you're looking for *
How did you hear about us? *
PayPal Registered Email:
Write Checks To:
Individual / sole proprietor
Tax Number (SS,EIN,TIN,etc):
Tax Number Type:
Social Security Number
Employer ID Number
Terms & Conditions:
OfferMarket Publisher Terms of Service
The following Terms of Service (“Terms and Conditions” or “Agreement”), shall govern the relationship between OfferMarket, LLC, and you as a publisher ("You" or ”Publisher” or “Party” or “Parties”) using the advertising service (“Service”) offered through the OfferMarket network (“OfferMarket Network”) located at www.OfferMarket.com (the “Site” or “Platform”). You agree to use the Service, the Site, and any additional products and/or services offered by OfferMarket only in accordance with this Agreement. OfferMarket reserves the right to make modifications to the Service, the Site, the Platform and the Agreement at any time, without prior notification.
The latest Agreement will be posted on the Site. Your continued use of the Site and/or the Service after any change thereof shall establish Your consent to such modification. For purposes of the Agreement the term “Publisher” includes the company, entity or individual, and, without limitation, any owners, parent entities, publishers, subsidiaries, predecessor or successor entities, and any employees, agents, officers, or directors acting on behalf of same, registering with or using the OfferMarket Service. You must agree to the Terms and Conditions in entirety to be authorized to: (a) register as a Publisher; (b) use the Service; and/or (c) use the Site, in any manner or form whatsoever.
1. OfferMarket Network: The OfferMarket Network enables Publishers to apply for an account and, upon approval by OfferMarket, participate in various advertising campaigns (“Offers”) offered by OfferMarket or its third party advertisers (“Advertisers”), with the potential to earn Compensation (as defined in Section 2. below) for their efforts in accordance with the Agreement. The terms and conditions of any and all Offers shall be posted on the Site on each Offer Profile. OfferMarket may, at its sole discretion, refuse to approve Your application as a Publisher and/or terminate Your participation in any Offer at any time for any reason.
2. The Site and Service: OfferMarket posts links and accompanying creative (“Creative”) on the Site in connection with the Offers. Approved Publishers are permitted to use the Creative for publication/distribution through approved, legal, marketing channels as outlined in each Offer Profile. OfferMarket will specify the amount and terms under which Publisher will earn payment (“Compensation”). Compensation is generated from a specified transaction (“Action”) as defined by OfferMarket. Actions include, without limitation, clicks, click-throughs, sales, leads, registrations, impressions, downloads and installs. The applicable Action connected with each Offer shall be set forth in the applicable Offer Profile and, unless otherwise specified, shall only apply to that Offer. If You accept an Offer, You agree to place that Offer's Creative and/or links in approved marketing channels in accordance with the Agreement and the accepted Offer Profile. OfferMarket may, at its sole discretion, upon notice to You, change an Offer at any time, unless otherwise agreed. Likewise, You may cease promotion of a previously accepted Offer at any time, unless otherwise agreed. OfferMarket is responsible for displaying and administering all active Offers and tracking associated Compensation and Actions. Data compiled by OfferMarket including, but not limited to, numbers, Action calculations and associated Compensation (“Offer Data”), will be calculated by OfferMarket through the use of industry standard tracking technology. You must submit questions concerning Offer Data, via email, within fifteen (15) days of their first appearance in the tracking platform; otherwise the Offer Data will be considered accurate, accepted and final by You.
Publisher understands and agrees that the Service and/or OfferMarket Network may, at times, be inoperable, inaccessible, or unavailable for any reason, including, but not limited to: (i) maintenance procedures or repairs; (ii) equipment malfunctions; or (iii) causes not reasonably foreseeable or beyond the control of OfferMarket including, but not limited to, failure or interruption of telecommunication or digital transmission links, network attacks, the unavailability, operation, or inaccessibility of websites or interfaces, network congestion or other failures. While OfferMarket attempts to provide the Service on a continuous basis, the Publisher acknowledges and agrees that OfferMarket has no control over the availability of the Service and the OfferMarket Network on an uninterrupted or continuous basis. Terms of the Agreement are subject to OfferMarket software, hardware and bandwidth limitations. Technical difficulties do not represent OfferMarket’s failure to meet the obligations of the Agreement.
3. Traffic Sources & Creative: Only traffic sources & marketing channels that have been approved by OfferMarket may be utilized in association with the Site and Service. OfferMarket reserves the right to deny, refuse, or withdraw approval of any traffic source and/or marketing channel for any reason, whatsoever, in OfferMarket’s sole discretion. Notwithstanding the foregoing, OfferMarket’s policies, specifications and/or suggestions with respect to any traffic source and/or marketing channel used by You should not be construed as legal advice, or as sufficient guidelines to ensure that such traffic source and/or marketing channel complies with applicable law. Consult with professional legal advisors or counsel before acting on any policies, specifications and/or suggestions as provided by OfferMarket. OfferMarket does not represent or warrant that such policies, specifications and/or suggestions are legally compliant or appropriate. OfferMarket assumes no obligation and hereby disclaims any liability for Your use of and/or reliance upon any such policies, specifications and/or suggestions.
Publisher will not change, adjust or otherwise modify the Creative, or any Creative-connected item, that it gains access to in connection with any Offer in any way whatsoever, without OfferMarket’s prior explicit written consent. Unless otherwise specified in the relevant Offer Profile or by OfferMarket, and subject to the restrictions herein, the Publisher shall make editorial decisions related to Creative such as placement, positioning, frequency, etc. Notwithstanding the preceding, Publisher must immediately comply with any and all requests by OfferMarket to change, adjust, remove or otherwise modify the placement, positioning, frequency and other editorial decisions related to the Creative. Publisher must replace any deactivated Creative with new Creative posted on OfferMarket to run in place of such deactivated Creative for the relevant Offer. PUBLISHER AGREES TO REVIEW THE AVAILABILITY OF CREATIVE THAT IT HAS PLACED WITHIN ITS TRAFFIC SOURCES/MEDIA ON A DAILY BASIS AND TO REPLACE ANY DEACTIVATED CREATIVE WITH ACTIVE REPLACEMENTS. IT IS THE PUBLISHER’S SOLE RESPONSIBILITY TO CHANGE CREATIVE WITHIN ITS TRAFFIC SOURCES/MEDIA WHEN A CREATIVE IS NO LONGER AVAILABLE IN THE OFFERMARKET NETWORK. OFFERMARKET ASSUMES NO RESPONSIBILITY TO NOTIFY PUBLISHER WHEN A SPECIFIC CREATIVE IS NO LONGER AVAILABLE IN THE OFFERMARKET NETWORK.
4. Sub-Publishers: For this section, a Publisher’s business associates or partners that perform or participate in any activities on behalf of, or in conjunction with, Publisher under the Agreement shall be considered to be a “Sub-Publisher.” Sub-Publishers may only participate in Offers that explicitly allow syndication as outlined in the Offer Profile. Publisher is responsible for ensuring that any & all Sub-Publishers meet the same criteria as set forth in the Agreement and must comply with all the terms and conditions that are applicable to Publisher under the Agreement and the applicable Offer Profile. OfferMarket reserves the right to request any and all Sub-Publisher placements & traffic to cease at any time and for any reason. Publisher is responsible for and shall fully and unconditionally indemnify OfferMarket for any and all actions of any of its Sub-Publishers, including the payment of legal fees and costs if necessary. Further, OfferMarket may, at its sole discretion, terminate a Publisher at any time based on the actions of that Publisher’s Sub-Publisher(s). Notifications to the Publisher shall be deemed as notice to that Publisher’s Sub-Publisher(s) as well. Publisher agrees that all payment obligations to Sub-Publishers are the Publishers responsibility and that OfferMarket is under no obligation to pay a Sub-Publisher. OfferMarket further reserves the right to withhold or refuse payment to any Publisher in the event that any of its Sub-Publishers breach the Agreement.
5. Publisher E-mail Lists: Unless otherwise disclosed and approved by OfferMarket, all Publisher E-mails sent under the Agreement shall be delivered to addresses on e-mail lists owned or managed solely by the Publisher (“Publisher E-mail Lists”). Using or brokering third-party lists to deliver Creative without disclosing such to OfferMarket is strictly prohibited and grounds for immediate termination, as well as other legal remedies. Publisher agrees, and is required, at all times during the term of the Agreement, and for a period of three years thereafter, to maintain accurate & complete registration data for every email subscriber to Publisher’s Email List(s). Publisher agrees that, within twenty-four (24) hours of OfferMarket’s request, it shall provide, at a minimum, the following registration data for any email address that Publisher sends a Publisher E-mail to: (a) Email address used to register for Publisher’s Email List (b) Subscriber’s IP address (c) Location of subscriber’s sign-up/registration and (d) Date/time of subscriber’s registration for Publisher’s Email List.
6. E-mail Offers & Suppression Lists: For Offers that allow the use of e-mail marketing, as outlined by OfferMarket and/or the applicable Offer Profile, the following shall apply; Any and all Publisher e-mails transmitted in association with the Agreement, as well as any and all e-mail addresses supplied by Publisher:
(a) Must not result in any consumer fraud, product liability or breach of contract to which Publisher is a party or cause injury to any third party.
(b) Shall comply with all pertinent federal and state laws including, but not limited to, the CAN-SPAM Act of 2003, as amended (“CAN-SPAM”) and any and all Federal Trade Commission implemented regulations;
(c) Must not infringe or otherwise violate any patent, trade secret, copyright, trademark or other similar intellectual property right, or otherwise violate or breach any duty toward, or rights of, any person or entity including, without limitation, rights of privacy and publicity;
As required by applicable law, Publisher must provide a valid physical postal address for Publisher and/or the pertinent Advertiser, in each e-mail Publisher sends in conjunction with the Agreement. Emails must also contain an operational unsubscribe link, which remains active for at least 30 (thirty) days following e-mail delivery. OfferMarket reserves the right to add said physical address & unsubscribe link should Publisher fail to include the same, but OfferMarket is in no way responsible for including such physical address and unsubscribe link where Publisher fails to do so. OfferMarket may also provide a suppression list, generated from e-mail Offers transmitted by and/or through the OfferMarket Network for Publisher’s use in association with relevant Offers. The suppression list(s) provided by OfferMarket are considered to be Confidential Information of OfferMarket, as defined herein. Publisher may not use suppression lists for any purpose other than to comply with applicable laws regulating e-mail transmissions. Publisher agrees to download & apply unsubscribe lists from relevant Offers in accordance with the CAN-SPAM Act and to process any unsubscribe requests within seven (7) days of the request.
7. Payment: Publisher agrees that payment of the relevant Compensation amount for each Action as specified and verified by OfferMarket will be based on earning level achieved by the end of each calendar month and released according to the following approximate timeline terms:
Net 30: $100-$5,000 (Thirty days from the last day of the month for the previous months earnings.)
Net 15: $5,001-$50,000 (15th of the month for the previous months earnings.)
Net 7: $50,001+ (7th of the month for the previous months earnings.)
Publisher agrees that the applicable Advertiser owes them Compensation payment, and that OfferMarket shall make corresponding payments to Publisher from funds that have been actually collected by OfferMarket from the relevant Advertiser. In cases where Advertiser has not remitted adequate payments to cover the Compensation otherwise due and owing Publisher, OfferMarket shall have no payment obligation to Publisher. Instead, it is the Publisher’s right to pursue any and all legal remedies directly against any and all Advertisers that have not made sufficient funds available to pay amounts due and unsettled to Publisher for Compensation earned in connection with a specific Offer. OfferMarket will offer it’s best efforts in matters relating to collections.
No Compensation payment will be issued for any amounts due Publisher that total less than One Hundred Dollars ($100.00) (“Payment Threshold”). Amounts less than the Payment Threshold will be rolled over to the next payment cycle. Publisher accounts will be paid in US dollars ($US). If the Agreement is terminated, all indisputable moneys due to Publisher that are actually collected from the relevant Advertiser, will be paid in the following billing cycle, even amounts under the Payment Threshold. All Publishers must have, and provide, a unique and relevant government identification, valid taxpayer identification number (TIN), valid Social Security Number or similar. All payments due hereunder are exclusive of any relevant taxes. Publisher shall be accountable for all relevant taxes. OfferMarket, either of its own accord or based on an Advertiser request, may debit from Publishers Compensation an amount equal to amounts previously credited to Publisher where:
(a) An occurrence of a fraudulent, duplicate, or incomplete entry or other similar error with respect to a consumer order;
(b) There are Actions that do not comply fully with the terms of the Agreement, including where the applicable non-complying Action is not the result of Publisher’s action, omission and/or failure to comply with the terms and conditions of the Agreement;
(c) A return or cancellation has been made with respect to the applicable product and/or service;
(d) There is non-receipt of payment from, or refund of payment to, the customer that entered into the subject Action; or
(e) There is any failure of Publisher to comply with the Agreement and/or the relevant Offer Profile info
The above items are collectively referred to as “Chargebacks”. Chargebacks in association with this Section 7 may be applied up to sixty (60) days after the end of the month in which the relevant Compensation was earned (“Chargeback Period”). Additionally, Compensation payment may be delayed for one (1) payment cycle wherein:
(i) Lead verification is a necessary component of the Action;
(ii) Advertiser has a product return policy that allows the purchaser to return the product during the Chargeback Period; or
(iii) The applicable Offer Profile provides for such a delay.
The amount or number of Actions, debits for Chargebacks and credits for payments, as calculated by OfferMarket, shall be final and binding on Publisher.
8. Fraud: OfferMarket actively monitors the network for potential fraud including Actions, traffic, Compensation and other activities related to our Offers. If a Publishers account is suspected of any fraudulent activity, OfferMarket will immediately deactivate the Publisher account, without notice, pending further investigation. If OfferMarket determines that a Publisher used fraudulent means to generate traffic, inflate Actions, or add Actions, as solely determined by OfferMarket, the Publisher will lose all associated Compensation to that Offer, and the Publisher account will be immediately terminated. OfferMarket reserves exclusive judgment in determining fraud and Publisher agrees to any and all such determinations. Publisher is OBLIGATED to prove that they have NOT engaged in fraudulent activity. Payments related to Compensation connected with fraudulent activity will be held in 'Pending Status' until Publisher provides compelling evidence to OfferMarket that demonstrates no fraudulent activity occurred. If OfferMarket does not receive satisfactory evidence that Publisher has not engaged in fraud within seven (7) days of Publisher Compensation being placed in “Pending Status,” then OfferMarket reserves the right to cancel relevant Compensation payment and terminate Publisher account, at its sole discretion and without any further obligations to Publisher.
9. Term and Termination: The Agreement shall initiate upon OfferMarket’s review and acceptance of Your Publisher application and remain effective until terminated as set forth herein. Either Party upon three (3) days’ prior written notice may initiate termination of the Agreement. OfferMarket additionally reserves the right, in its sole discretion, to remove any Creative and/or terminate an Offer, at any time for any reason. OfferMarket further preserves the right to terminate Publisher access to the Site and Service at any time with or without notice. Termination notification may be made via e-mail and will be effective immediately. Publisher will immediately remove and stop using any and all Creative, OfferMarket Code or other intellectual property made available to Publisher in correlation with its performance under the Agreement upon termination. All obligations, representations and warranties within the Agreement shall remain in effect and full force following termination of the Agreement. Prior to the date of Publisher termination, accumulated payment obligations shall endure until satisfied.
10. Compliance: To combat consumer deception and to reduce fraud, OfferMarket may, from time-to-time, offer its publishers various guidelines and policies regarding Internet marketing compliance and best practices. Publisher will keep up with the latest compliance guidelines and policies as they relate to their business and efforts in promoting OfferMarket Offers. Failure to comply with compliance policies and guidelines will be considered a breach of the Agreement and may result in the immediate termination of the Agreement by OfferMarket.
12. Confidentiality: “Confidential Information” is any information OfferMarket shares with Publisher, either directly or indirectly, orally, written or by inspection of tangible objects, other than information Publisher can prove: (a) is in Publisher’s possession, without confidentiality constraints, at the time of disclosure by OfferMarket as exhibited by Publisher records prior to the disclosure. (b) was made generally available and publicly known in the public domain prior to the time of OfferMarket’s disclosure to Publisher; and/or (c) becomes generally available and publicly known after OfferMarket’s disclosure to Publisher other than through Your action or inaction. OfferMarket’s Offer rates are considered “Confidential Information.” Publisher shall not: (i) use Confidential Information outside of the scope of the Agreement; (ii) disclose, transfer, license, sell or otherwise make Confidential Information available to any entity or person; and/or (iii) reproduce or copy, in any way, Confidential Information, except in connection with the purpose for which such Confidential Information is shared with You or as required by applicable law. Publisher agrees to take any and all reasonable measures to safeguard the secrecy of and avoid disclosure and unauthorized use of the Confidential Information. Confidential Information permanently remains the personal property of OfferMarket and all files, electronic media, documents and other tangible items relating to or containing any Confidential Information shall be returned to OfferMarket, or destroyed, immediately upon OfferMarket's request.
13. Non-Disclosure; Customer Information: Information submitted by end-users or customers (“Customer Information”) in association with an Offer is considered owned by and proprietary to OfferMarket. OfferMarket considers Customer Information as “Confidential Information” (as defined in Section 12) of OfferMarket. Further, Publisher agrees that all non-public data, reports and information which OfferMarket provides as part of the Agreement is proprietary to and owned by OfferMarket. Intellectual property laws protect OfferMarket’s Confidential Information. Publisher will not commercially exploit, distribute, sell, or reproduce any of OfferMarket’s proprietary or Confidential Information in any way. These non-disclosure obligations shall survive termination or expiration of the Agreement.
14. Proprietary Rights: OfferMarket grants Publisher a non-transferable, royalty free, revocable, international license to distribute and display, through approved marketing channels, the Creative, and any associated trademarks, service marks, trade names and/or copyrighted material (“Intellectual Property Content”) that OfferMarket provides to Publisher through the OfferMarket Network for the limited purposes of promoting Offers to end users, subject to the Agreement and any underlying Offer Profile info. Publisher may not alter or remove any copyright or trademark notices. Intellectual Property Content and other materials associated with the OfferMarket Site, Platform, Network, Creative and Offers are protected under applicable intellectual property laws and other proprietary rights. Publisher is strictly prohibited from using, redistributing, copying and/or publishing any part of the OfferMarket Site, Platform, Network, Creative and Offers except as expressly permitted by the Agreement. Publisher does not obtain any rights of ownership to the OfferMarket Site, Platform, Network, Creative and/or Offers. The availability of the OfferMarket Site, Platform, Network, Creative and Offers does not establish a waiver of any rights related thereto. The OfferMarket Site and Platform must NOT be integrated into any information retrieval system, electronic or mechanical or be reproduced in any form or manner. You may not clone, copy, emulate, sell, rent, lease, modify, reverse engineer, decompile, disassemble, or transfer the Site, Site content, the Platform or any portion thereof. OfferMarket reserves any and all rights not explicitly granted in the Agreement.
15. Limitation of Liability; Warranty Disclaimer: OFFERMARKET SHALL IN NO EVENT BE LIABLE TO PUBLISHER OR ANY THIRD PARTY (INCLUDING, WITHOUT LIMITATION, ANY CUSTOMERS ACQUIRED BY YOUR MARKETING EFFORTS) FOR DAMAGES OF ANY KIND ARISING FROM PUBLISHERS USE OF OFFERMARKET’S SITE, PLATFORM, OFFERS, PUBLISHERS USE OF ANY CREATIVE ON OR THROUGH ANY MARKETING CHANNEL, ADVERTISERS’ PRODUCTS AND/OR SERVICES INCLUDING, BUT NOT LIMITED TO, SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE AND/OR CONSEQUENTIAL DAMAGES, EVEN IF OFFERMARKET HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NO SUIT, ACTION OR PROCEEDING SHALL BE BROUGHT AGAINST OFFERMARKET MORE THAN ONE (1) YEAR AFTER THE DATE UPON WHICH THE CLAIM OCCURRED REGARDLESS OF ANY LAW TO THE CONTRARY. UNDER ANY AND ALL CIRCUMSTANCES, OFFERMARKET’S MAXIMUM AGGREGATE LIABILITY TO PUBLISHER AND ANY THIRD PARTY SHALL BE FIVE HUNDRED DOLLARS ($500). PUBLISHER AGREES AND RECOGNIZES THIS LIMITATION OF DAMAGES AS RESONABLE AND FAIR. THE SERVICES, SITE, PLATFORM, OFFERS, CONTENT, CREATIVE AND ADVERTISERS’ PRODUCTS AND SERVICES ARE PROVIDED ON AN “AS AVAILABLE” AND “AS IS” BASIS AND ALL WARRANTIES, EXPRESS AND IMPLIED, ARE DISCLAIMED (INCLUDING, WITHOUT LIMITATION, THE DISCLAIMER OF ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF INTELLECTUAL PROPERTY AND/OR FITNESS FOR A PARTICULAR PURPOSE). THE SERVICES, SITE, PLATFORM, OFFERS, CONTENT, CREATIVE AND ADVERTISERS’ PRODUCTS AND SERVICES MAY HAVE ERRORS, BUGS OR OTHER LIMITATIONS. OFFERMARKET HAS NO LIABILITY, WHATSOEVER, TO PUBLISHER OR ANY THIRD PARTY, FOR THE USE OF, OR INABILITY TO USE, THE SERVICES, SITE, PLATFORM, OFFERS, CONTENT, CREATIVE AND ADVERTISERS’ PRODUCTS AND SERVICES AND OFFERMARKET DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS AND IMPLIED, THAT PUBLISHER’S USE OF SAME WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT ANY OF THE OFFERS OR CREATIVE WILL BE AVAILABLE TO PUBLISHER. THE LIMITATION OF DAMAGES SET FORTH HEREIN IS A CRITICAL ELEMENT OF THE AGREEMENT BETWEEN PUBLISHER AND OFFERMARKET. SUCH LIMITATIONS MAKE IT POSSIBLE FOR OFFERMARKET TO PROVIDE PUBLISHER THE SERVICES, SITE, PLATFORM, OFFERS, CONTENT, CREATIVE AND ADVERTISERS’ PRODUCTS AND SERVICES RELATED TO THE AGREEMENT. OFFERMARKET MAKES NO REPRESENTATION OR WARRANTY AS TO ANY RESULTS OBTAINABLE THROUGH THE SERVICE, SITE, PLATFORM, OFFERS, CONTENT, CREATIVE. INFORMATION OR ADVICE, WHETHER WRITTEN OR ORAL, PUBLISHER RECEIVES FROM OFFERMARKET AND/OR ANY ADVERTISER BY AND/OR THROUGH THE SITE, CREATIVES AND/OR OFFERS SHALL NOT CREATE ANY WARRANTY, REPRESENTATION AND/OR GUARANTEE NOT EXPRESSLY STATED IN THE AGREEMENT.
16. Indemnity: Publisher shall indemnify, defend and hold OfferMarket, its publishers, Advertisers and their respective parent entities, subsidiaries, officers, partners, members, managers, employees, agents and attorneys, harmless from and against any and all claims, allegations, liabilities, costs and expenses (including reasonable attorneys' fees) arising out of or related to: (a) violation and/or breach of Agreement and/or any representation or warranty contained herein; (b) Publishers incorrect use of the Site, Platform, Offers, Creative and/or any Services; (c) any third party claim related to Publisher Traffic Sources, Website, E-mails and/or marketing practices; (d) any Publisher content, goods or services accessible or otherwise made available by Publisher on or through the Publisher Traffic Sources, Website, E-mails, or other marketing channels; (e) any third party claim or allegation against OfferMarket and/or its Advertiser(s) relating to a violation of any and all laws of any country, province, state or jurisdiction in which Publisher operates; (f) any assertion that OfferMarket is required to pay any taxes associated with payment made to Publisher in connection with the Agreement and/or any Offer; and/or (g) Publisher’s use of the Site, Platform, Offer, Services and/or any Creative, in any manner whatsoever. OfferMarket shall indemnify, defend and hold Publisher harmless from and against any and all claims, liabilities, allegations, expenses and costs (including reasonable attorneys' fees) by third parties arising out of any actual violation of intellectual property rights consequential to Publishers use of the actual Creative, in unaltered form, as provided in connection with any Offer and the Agreement.
17. Assignment: Publisher may not assign, delegate or transfer any rights under the Agreement without prior written consent of OfferMarket, which may be withheld for any reason, and any attempts to do so shall be null and void. Additionally, any such attempts by Publisher may result in immediate termination of the Agreement and/or Publisher’s participation in any Offer, by OfferMarket, without any liability to OfferMarket. OfferMarket may assign the Agreement, or any part thereof, at its sole discretion. The Agreement will be binding on, inure to the benefit of and be enforceable against, the Parties’ successors and assigns.
18. Jurisdiction and Venue: The Agreement shall be construed and governed by the laws of the State of Utah, without giving effect to principles of conflicts of law. Any and all disputes or controversies whether of law or fact of any nature whatsoever arising from or respecting the Agreement shall be decided by arbitration by the American Arbitration Association (“Arbitrator”), in accordance with the rules and regulations of that Association. Arbitration shall take place in Salt Lake City, UT. It is agreed that it is in the best interest of both Parties that arbitration proceedings be conducted in secrecy. In such case all records, files, documents, and testimony shall be heard, received and maintained by Arbitrator under seal in secrecy, only available for review by OfferMarket or Publisher and their respective attorneys and experts who shall have agreed, in writing, in advance, to receive all such information confidentially and to maintain such information in secrecy. Arbitrator shall be able to decree any and all relief of an equitable nature including, but not limited to, such relief as temporary or permanent injunction, temporary restraining order, and shall also be able to award damages, with or without an accounting and costs. OfferMarket shall be entitled to an award of its reasonable costs and expenses, including attorneys' fees, in any action or proceeding in connection to, arising out of, or under the Agreement. To the extent allowed by law, Publisher agrees not to participate in, join or bring any class action lawsuit as to any claim, dispute or controversy Publisher may have against OfferMarket and its employees, directors, officers, members, representatives and assigns. Publisher agrees to the entry of injunctive relief to stop such a lawsuit or to remove Publisher as a participant in the suit. Publisher agrees to pay OfferMarket’s attorneys' fees and court costs in seeking such relief. This provision preventing Publisher from participating in, joining or bringing class action lawsuits does not constitute a waiver of Publisher rights and remedies to pursue a claim individually and not as a class action in binding arbitration as stipulated above. This provision preventing Publisher from participating in, joining or bringing class action lawsuits is an independent agreement. Nothing contained in the Agreement shall be construed to limit any legal remedies available to OfferMarket.
19. Severability; Non-Waiver: If any provision of the Agreement is held to be illegal, unenforceable or invalid for any reason, such illegality, unenforceability or invalidity shall not effect any other provisions of the Agreement, and the Agreement shall be interpreted as if such illegal, unenforceable or invalid provision had not been contained herein. No waiver of any breach of any provision of the Agreement shall constitute a waiver of any prior, concurrent or subsequent breach of the same or any other provisions hereof, and no waiver shall be effective unless made in writing and signed by an authorized representative of the waiving Party.
20. Modification: The Agreement represents the complete and entire expression of the agreement between the Parties, and shall supersede any and all other agreements, whether oral or written, between the Parties. Other than as set forth herein, the Agreement may be amended only by a written agreement executed by a duly authorized representative of each Party. To the extent that anything in or associated with the OfferMarket Network or any Offer Profiles are inconsistent or in conflict with the Agreement, the Agreement shall take precedence.
21. Force Majeure: Neither Party shall be liable to the other by reason of failure or delay in the performance of its obligations hereunder on account of Internet, telecommunications or network failure or interruption, consequences of computer hacking, Acts of God, storms, earthquakes, fires, war, governmental action, labor conditions, natural disasters or any other cause which is beyond the reasonable control of such Party.
22. Miscellaneous: Publisher may not take any action that imposes an unreasonable or excessively large load on the OfferMarket infrastructure. Publisher may not use any software, routine, code or device to interfere, or attempt to interfere, with the proper working of the Site and Platform. Publisher agrees that any illegal and/or unauthorized use of the Site, Platform, Offer, Creative and/or Service would result in irreparable injury to OfferMarket for which monetary damages would be inadequate. In such event, OfferMarket shall have the right, in addition to other remedies available to it pursuant to the Agreement, to immediate injunctive relief against Publisher without the need to post a bond.
23. Ability to Perform: Publisher will provide OfferMarket with reasonable information regarding Publisher’s financial position. Publisher agrees that OfferMarket may require Publishers assistance in order to verify and corroborate financial information regarding the relationship established hereunder. This may include a financial inspection of Publisher records and books including, but not limited to, access to Publisher’s computer databases. Publisher hereby authorizes OfferMarket to obtain credit reports regarding Publisher’s business.
24. Relationship: Each Party is an independent contractor and not an employee, partner, or joint venture of the other. Neither Party shall incur any obligation on the other’s behalf or have the right to bind the other.
25. Notices: All notices to Publisher shall be sent to the address submitted by Publisher upon sign up for the Service and, if to OfferMarket, to the address listed in the Contact section of the Site.
OfferMarket Publisher Agreement 1 Jan 2013
I agree to the terms & conditions:*
Please enter the textfrom the security image below: