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Please
read the following Terms and Conditions carefully. These
Terms and Conditions define the Webmaster Program pursuant to which MetroXXX
has agreed to pay YOU to provide Web traffic to a web page or pages to
be specified by MetroXXX ("MetroXXX Target Page(s)").
1.
Acceptance of Terms and Conditions
YOU acknowledge that YOU have read, agree to abide
by, and accept these Terms and Conditions, including as they may be amended
from time to time. Ignorance of these Terms and Conditions is not an excuse
for any violation.
2.
Modification of Terms and Conditions
MetroXXX reserves the right to add to, delete
from, or change these Terms and Conditions at any time. ALL ADDITIONS
TO, DELETIONS FROM AND CHANGES OF THESE TERMS AND CONDITIONS ARE EFFECTIVE
THREE (3) CALENDAR DAYS AFTER BEING MADE, WHETHER OR NOT ACTUAL NOTICE
HAS BEEN GIVEN TO YOU UNLESS NOTICE IS REQUIRED ELSEWHERE IN THESE TERMS
AND CONDITIONS! YOU are responsible for reading and complying with any
changes that MetroXXX may make to these Terms and Conditions from time
to time.
3.
Admittance / Termination
MetroXXX reserves the right to deny YOU admittance into this Webmaster
Program, or to terminate YOU from this Webmaster Program at any time for
any reason. Also, MetroXXX may terminate this Webmaster Program at any
time for any reason. MetroXXX will provide e-mail notification of denial
of admittance or of termination. If MetroXXX terminates for any reason
other than a violation by YOU of these Terms and Conditions, MetroXXX
will pay to YOU any sums that have accrued to YOU under this Webmaster
Program as of the date of termination.
4.
Violation of Terms and Conditions
Violation of any or all of these Terms and Conditions
is grounds for termination and releases MetroXXX from any payment or other
obligation to YOU, regardless of whether the payment or other obligation
has accrued or has not. In all cases, MetroXXX shall be the sole determiner
of whether a violation exists and may act on good faith suspicion alone.
5.
Age Requirement
In order to participate in this Webmaster Program,
YOU must be over the age of 18 or of the legal age to view adult content
in YOUR community.
6.
United States Taxes
United States residents and corporations, and
foreign participants who are residents of the United States, are required
to provide a completed and signed United States Department of Treasury
Internal Revenue Service Form W-9 setting forth information including
a United States Federal taxpayer ID Number or Social Security Number.
Foreign participants who are not residents of the United States and who
are not conducting a trade or business in the United States, are required
to provide a completed and signed United States Department of Treasury
Internal Revenue Service Form W-8BEN before any payment will be processed.
Foreign participants who are not residents of the United States but who
are conducting a trade or business in the United States, are required
to provide a completed and signed United States Department of Treasury
Internal Revenue Service Form W-8ECI before any payment will be processed.
7.
Payment For Web Traffic
MetroXXX will pay YOU for Web traffic to MetroXXX
Target Page(s) from a banner or link posted on web page(s) of YOUR site(s)
as follows:
7.1
YOU agree, upon YOUR initial commitment to this Webmaster
Program, to be paid a flat rate for each new membership sign-up to MetroXXX.com
resulting from links at your site.
7.2
YOU agree i to be paid a flat rate for each new membership
sign-up to MetroXXX.com that you bring to MetroXXX.com sent from your
site in the u amount of Thirty United States Dollars (30 USD) per new
MetroXXX.com membership sign-up that you bring to MetroXXX.com.
7.3
MetroXXX.com reserves the right to change the payout
calculation at any time with three (3) days written notice to YOU.
7.4
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 MetroXXX.com
withhold payment until the amount due is $300.00, $600.00 or $900.00 so
as to incur lower banking fees.
7.5
YOU agree, by accepting and negotiating payment received
from MetroXXX.com, 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.
7.6
MetroXXX's log files will prevail in determining the
number of Unique Hits. MetroXXX will not pay for Web traffic generated
by Java Scripts, hidden IMG SRC or any other falsification of hits.
7.7
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
MetroXXX.com 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 NOT create banners or ads for use in this
Webmaster Program, unless YOU obtain MetroXXX.com's written approval of
any such banners or ads prior to usage. There is no compensation for making
banners or ads, and MetroXXX.com reserves the right to post any banners
or ads you create for use by other sites.
8.3
MetroXXX.com retains all copyright and ownership in
the banners and ads provided by MetroXXX.com, including all images therein.
During the existence of this Agreement, MetroXXX.com hereby grants to
YOU the right to post banners and ads provided by MetroXXX on YOUR web
pages, solely in order to send traffic to MetroXXX.com Target Page(s).
Upon any termination of YOUR participation in this Webmaster Program,
this grant of rights shall cease and YOU must immediately remove MetroXXX.com's
banners and ads from YOUR web pages.
8.4
YOU are not authorized to use MetroXXX'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 MetroXXX.com are prohibited. All Web traffic sent to MetroXXX.com 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 MetroXXX.com
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
MetroXXX.com 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 MetroXXX.com
Target Page(s) from any Web pages which violate any laws of a jurisdiction
in which YOU or MetroXXX.com 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 MetroXXX banners or
ads on a "Circle Jerk" site or sending Web Traffic to MetroXXX
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 MetroXXX Target Page(s) in a frame
or similar device for displaying MetroXXX Target Page(s) with other advertising
or content.
9.5
YOU are prohibited from using MetroXXX'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. You are similarly prohibited from using MetroXXX's names and/or
trademarks including but not limited to the names "Metro or MetroXXX"
in the url address of your site(s), or the Meta Tag Title of any pages
at your site(s), or in a paid placement ad in any search engine.
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. MetroXXX 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 MetroXXX, upon request, for
all password protected URLs from which YOU have sent Web traffic to MetroXXX
Target Page(s). The username/password combination must remain functional
throughout YOUR participation in this Webmaster Program.
11.
Nonresponsibility for technical problems.
MetroXXX 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 MetroXXX. The date
of execution shall be the date on which YOU submit to MetroXXX
all identity, contact (address, telephone, fax, e-mail) and tax information
requested by MetroXXX.
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, MetroXXX
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 MetroXXX 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 MetroXXX shall be given as follows:
MetroXXX - Care of DHD MEDIA
13428 Maxella Ave
Ste. 294
Marina Del Rey,
CA 90292
or fax: 310.258.6229
or contact
us online
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 MetroXXX with
receipt acknowledged.
We
strive to offer our affiliates the highest level of support.
For program inquiries, technical support and marketing assistance, please
contact us at: SupportTeam@MetroMoney.com
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