This Agreement is made by and between Edge226 / Edge and You. By signing up for Edge226 Services you indicate Your acceptance of this Agreement and its terms and conditions. If You do not accept this Agreement, do not use the Services as an Advertiser. All capitalized terms appear at the glossary in Section 20.
1. The Service
- The Service. Advertiser agrees to accept and pay for, and Edge226 agrees to provide, the Services identified and set forth in the Agreement. In connection with the Services, Edge226 shall receive marketing campaigns from Advertiser, whereby Edge226 will distribute the marketing campaigns and Advertiser’s Ad Units through Edge226 affiliated or channel related via 3rd party channels which may include, but are not limited to:
- Edge226’s Affiliate Network – Edge226’s affiliate network (Affiliate Network) that acts as intermediary between publishers (affiliates) and advertisers’ affiliate programs. Buying traffic via the Affiliate Network may enable (but may not require) the advertisers to directly and actively approve the Publisher and/ or its Publisher Website. By nature of Affiliate Programs and buyers, Advertisers can recognize what methods of rebrokering may be undertaken.
- Edge226 Network – Edge226’s ad network that connects advertisers to Websites that want to host advertisements. Buying traffic via the Edge226 Network may be done via the Edge226 Networks’ direct publishers and/ or through other networks or DSPs/ SSPs/ exchanges. Buying via such methods may limit Edge226’s knowledge of the traffic source.
- SSPs – supply side platforms that enable web publishers to manage their advertising space inventory, display advertisement and receive payout.
- DSPs – demand side platforms that allow buyers of digital advertising inventory to manage multiple ad exchange and data exchange accounts through one interface.
- The Advertiser confirms that all Company Channels may be used to deliver the Ad Unit and Edge226 shall use its reasonable efforts to buy traffic in accordance with this Agreement (or an IO if applicable) and accepted industry practices. Any traffic purchased that the Advertiser deems to be fraudulent, may be void, subject to the conditions herein. The Advertiser further recognizes that Edge226 does not guarantee the quality, conversions, or other KPIs of the Advertiser, but shall use reasonable efforts to comply with the IO campaigns specifications. The Advertiser hereby agrees that it may not void or reduce any payment to Edge226 for low traffic quality. Any request to stop buying from any Edge226 Channel or source (if known) shall be done within the terms of the IO (if applicable), but not longer than three (3) business days.
- You wish to become an Advertiser of Edge226 and utilize the Service as an Advertiser. As an Advertiser, Publishers may publish your Ad Unit on their Publishers’ Website. All relationships established between You, as an Advertiser, and Publishers under this Agreement through the Service will be conducted and managed through the Service. This in no way shall limit the Advertiser from establishing relationships with Publishers through other third-parties, but any Publishers made known to the Advertiser through its use of the Service shall be considered confidential and proprietary of Edge226 and in accordance with applicable law, no direct solicitation of the Publishers is conducted without Edge226’s prior written consent.
- All email marketing campaigns and any use is prohibited unless written approval by Edge226. In addition, any such campaigns must comply with all applicable laws including CAN-SPAM.
- Changes to the Service. Edge226 reserves the right to change, suspend or discontinue any aspect of the Service at any time. In the event of any material change, Edge226 will notify You via e-mail, newsletter or the Company Website, at least 7 days prior to any such changes taking effect, at which time You may either agree to such changes or withdraw from the Service and any refunds in your Account balance shall be made in accordance with this Agreement or applicable IO.
- Service and Support. Edge226 will provide email support for the Service and in accordance with the terms and conditions and are provided AS-IS and AS-AVAILABLE, as set forth in this Agreement that supersede any other agreement. Edge226 may be contacted through your account manager for support inquiries
2. User Accounts, Uses and Conduct
- Eligible Registered Users. To sign up as an Advertiser of Edge226 and to use the Service as an Advertiser you must be at least 18 (eighteen) years of age, and may be required to supply a valid tax-id, which may be your social security number for individuals, or a federal tax-id for corporations or other entities. The registration process may require the user to provide information regarding, but not limited to, his\her age, citizenship, address or other information.
- True Registration Information. Once registered as a registered user, You represent and warrant that all registration information you had submitted and will submit is accurate and truthful and that You agree to update and maintain the accuracy of such information. Edge226 reserves the right to stop the Service of a registered user if registration information submitted seems or proves to be false.
- Account Security. You may not select the name of another person with the intent to impersonate that person or deceive members or other users as to Your true identity. You are aware that Edge226 may rely on any data, notice, instruction or request furnished to it by You. You must notify your account manager at Edge226 of any known or suspected unauthorized uses of Your Account, or any known or suspected breach of security, including loss, theft or unauthorized disclosure of Your username and password. You shall be responsible for maintaining the confidentiality of Your username and password and You for all usage and activity on Your Account, including use of the account by a third party authorized by You to use Your Account. Any fraudulent, abusive or otherwise illegal activity may be grounds for termination by Edge226 and referral to the appropriate law enforcement agencies.
- Account access. In order to provide you with fast and easy access to Your Account, Edge226 may place a cookie (a small text file) on any computer from which you access the Service. When you revisit the Service, this cookie enables us to recognize You as the Account holder and provide you with direct access to Your Account without requiring You to re-enter your password or other identification information.
- Restrictions on Offensive or Illegal Use. Edge226 is committed to a legal, safe, friendly and equal environment. Edge226 strictly prohibits the use of the Service or any of its functionalities for offensive, illegal or harming purposes. You agree not to use the Service to create, edit, post, link to or share any Prohibited Content. Edge226 reserves the right, on its sole discretion, to immediately remove any content which deems to be illegal, offensive or inappropriate and to take action against the user, including, but not limited to, suspending the Account or stopping the Service.
- You are responsible to maintain the necessary and functioning Tracking Code or pixel at Your site. Should Edge226 become aware that the necessary Tracking Code is missing or has been removed from Your server and/ or site, Edge226 will notify You to rectify the situation. Advertisers will be given 24 hours to correct the problem and will notify Edge226 when the corrections have been made. After 24 hours, Edge226 will have the right to terminate this Agreement and any prepayments made shall be forfeited.
- Note: Unless agreed between the parties (in a separate IO), You agree to accept the reporting by Edge226’s servers (or third-party servers contracted by Edge226) for all data related to the campaign (including but not limited to, Impressions, views, actions, Clicks, or other Measurable Actions, payments due by advertisers, etc.). All reporting (as may be made available via Edge226’s system) shall be deemed final.
- Refunds shall be provided in the event of prepayment if, during the setup process, prior to the campaign launch, the campaign is cancelled or terminated.
4.Video Hosting, Storage and Delivery
Edge226 shall not be liable for any downtime or failure to view any Ad Unit on the Publisher’s Website, whether served by Edge226’s own servers or any failure by third-party providers. Edge226 uses known and reliable delivery networks for the delivery of Ad Units to its Publishers. However, Edge226 does not guarantee the delivery of the Ad Unit, but shall make every commercially reasonable effort to deliver the Ad Unit. Edge226 may also back up the Ad Unit media format (where serving and hosting is provided by Edge226), but shall not be liable for any damage or loss of data due to the Ad Unit Content. Any Ad Unit provided to Edge226 must be free of any trojan horse, virus, worm, time bomb or other similar harmful or deleterious programming routines (each a “Routine”). If any Ad Unit shall contain such Routines, You will be liable for any and all damage caused to the Publisher, the Publisher’s Websites and Visitors, Edge226 and the Service as a result of such Routines.
5.Transactions and Payments
All amounts due (as calculated based on the agreed rates/ fees) by the Advertiser, are due based on the terms set forth in the IO and if no IO exists, Payout is due, within 30 days from the end of the month in which the Measurable Action occurred. Payments to Publishers are contingent upon receipt of funds by You. For some campaigns, a prepayment may be required and shall be set forth in the IO.
6.Voids / Reversals
A VOID is executed by the Advertiser as a mean to reverse the Payout for a particular Measurable Action. A VOID of a completed Measurable Action as reported by Edge226 through its reporting system or via the Advertiser’s reporting system (if such reporting system is agreed for use for purposes of tracking the Measurable Actions) may be processed if (1) such a VOID is provided to Edge226 with all applicable evidence explaining the reason for the VOID, including, the applicable publisher, placement, URL or other identifying information required by Edge226; (2) the VOID notice is provided to Edge226 within 14 days of the occurrence of the Measurable Action; and (3) any VOID Payout impact is mutually agreed upon between the parties. A VOID notice provided after fourteen (14) days in which the Measurable Action occurred will not be reduced form Advertiser’s payment obligation.
- Ownership. Edge226 represents and warrants that it owns or has been licensed certain code, images, technology, content, trademarks, banners and other intellectual property that it may provide to You, under this Agreement.
- Limited License. You, the Advertiser, are granted a non-exclusive, non-perpetual, non-transferable, limited, revocable right to:
- use trademarks and banners of Edge226 in accordance with this Agreement.
- access and use Company Websites or Service strictly in accordance with this Agreement and with any agreement executed between You and Us.
- use the Company Websites and/or Service for commercial purposes only, upon a signed license, commercial or partnership agreement directly with Edge226. For such use, please contact the applicable sales person or business contact details for the product or service you are interested in.
- Edge226’s Trademarks. All images, technology and content provided for Your use are and shall remain the sole property of Edge226, and no part thereof shall be deemed assigned or licensed to You, except as explicitly provided for herein. All intellectual property rights, including trademarks, copyrights, patent rights or applications, trade names and service marks (“Intellectual Property Rights”) related to the foregoing shall remain Edge226’s sole property, including rights in and to any derivatives thereof. You may not modify the trademarks, banners, the content or any of the images provided to You in any way.
- Licenses to Advertiser’s Trademarks. You, the Advertiser, hereby grant Edge226 a non-exclusive, limited, revocable right to sublicense the use of Your trademarks, banners, Ad Units, Video and other content as provided to or distributed through the Service (including for Edge226’s own marketing or promotional use). All images, technology, Ad Unit, media, creative work, derivative work and other content (together the “Works”) provided for Edge226 and Publisher’s use are and shall remain Your sole property (or the rightful owner of such Works where You have been granted explicit permission for the Works to be used or created as part of this Service) and no part thereof shall be deemed assigned or licensed to Publisher or to Edge226, except as explicitly provided herein. All Intellectual Property Rights, related to the Works shall remain the Advertiser’s sole property. Edge226 and its Publishers may not modify the trademarks, banners, Ad Units, media or other the content or any of the images provided by You in any way, unless given explicit permission to do so.
- In any event that Edge226 suspects You violated any of the provisions of this Agreement, it shall have the right, in addition to other remedies available to it under any applicable law and under this Agreement, at its sole discretions, to immediately suspend Your Account without prior notice and impose penalties.
- Prohibited Content. You represent to Edge226 that all advertising material content (in any Ad Unit format) You provide to the Service, to the best of your knowledge is (i) solely and fully owned by You or provided by You with the express authority of the company You represent; (ii) You will not post, disseminate or transmit any content that You do not have the right to disseminate or transmit under law, or contractual or fiduciary relationships; (iii) does not contain PII belonging to minors; (iv) does not infringe or violates any party’s Intellectual Property Rights or proprietary right; and (v) fully complies with the provisions of Edge226 Quality Standards Guidelines. As Edge226 may not review all information provided by You, You shall remain solely responsible for Your content and Website.
You further represent that all Ad Units will not feature, or link to Prohibited Content, as determined by Edge226 in its sole discretion, and as provided in Edge226 Quality Standards Guidelines. Advertiser shall notify Edge226 if Ad Units feature or link to Prohibited Content, as provided in Edge226 Quality Standard Guidelines. Advertiser acknowledges that the use of redirection methods, to redirect users to a different webpage application or a script, or auto download of any product, service or application, as well as changes or modifications of the content of landing pages or any other materials provided to by Advertiser to the Service are not allowed without Edge226’s prior written approval. A breach of the aforementioned by Advertiser may result a penalty payment to Edge226.
- Authorization to act. You hereby authorize (and represent that You have the right to authorize as such) Edge226 to create and publish Ad Units, as applicable including the right to use Your Ad Units for commercial use. You hereby grant Edge226 and the Publisher, a revocable, limited license and the right to distribute, display and perform such Ad Units on their Publisher Websites, all for non-commercial, commercial and personal use.
- Security Violations. You are prohibited from violating or attempting to violate the security of the Service, including, without limitation, (a) accessing data not intended for such user or logging onto a server or an account which the user is not authorized to access; (b) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (c) attempting to interfere with the Service to any user, including, without limitation, via means of submitting Routine to the Service, overloading, “flooding”, “spamming”, “mailbombing” or “crashing”; (d) sending unsolicited email, including promotions and/or advertising of products or services; or (e) forging any TCP/IP packet header or any part of the header information in any email or newsgroup posting. Violations of Edge226 security may result in civil or criminal liability. Edge226 may investigate such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations.
- Restrictions on Unsolicited Commercial Messages. You agree not to use the Service for creating, sharing and sending unsolicited commercial messages. You agree not to transmit, post or otherwise make available on the Service, third party Website, by embedded player or emails sent through the Service, any unsolicited or unauthorized advertising, promotional materials, spam, junk mail or any other material of that kind, except in connection with a mutually agreed commercial agreement. Edge226 is committed to protecting the right of users to decide whether they want or not to receive commercial messages and will take legal action against users who abuse the site for transmitting, posting or sending unsolicited commercial messages.
- Account Suspension. Without limiting any remedy permitted by law or by this Agreement, Edge226 may, at its sole absolute discretion, immediately suspend Your Account, terminate this Agreement and any applicable IO and impose penalties, if it suspects You have breached any of the above provisions, including but not limited to Prohibited Content and security violations.
The Service, its operation, its use and the results of such use shall be performed in a professional and workmanlike manner. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, EACH OF EDGE226 AND ADVERTISER DISCLAIMS ALL WARRANTIES EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, IN RELATION TO THE SERVICE, ITS USE AND THE RESULTS OF SUCH USE. WITHOUT LIMITING THE FOREGOING, EDGE226 SPECIFICALLY DISCLAIMS ANY WARRANTY (A) THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, (B) THAT DEFECTS WILL BE CORRECTED, (C) THAT THERE ARE NO ROUTINES OR OTHER HARMFUL COMPONENTS, (D) THAT THE SECURITY METHODS EMPLOYED WILL BE SUFFICIENT, OR (E) REGARDING CORRECTNESS, ACCURACY, OR RELIABILITY. IN THE EVENT APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES SO THE ABOVE EXCLUSION MAY NOT APPLY. Edge226 will make reasonable commercial efforts to keep its Service operational during normal business hours. However, certain technical difficulties may, from time to time, result in temporary service interruptions. Edge226 shall not be responsible for any system downtime. Advertiser agrees not to hold Edge226 liable for any of the consequences of such interruptions. ADVERTISER SHALL HAVE NO LIABILITY, UNLESS THE FOLLOWING ACTIONS ARE A RESULT OF ADVERTISER’S GROSS NEGLIGENCE OR FRAUD, (I) FOR UNAUTHORIZED ACCESS TO, OR ALTERATION, THEFT OR DESTRUCTION OF ANY PUBLISHER WEBSITE OR PUBLISHER’S CUSTOMER DATA FILES OR SYSTEMS OR PROGRAMS; OR (II) WITH RESPECT TO ADVERTISER OBLIGATIONS HEREUNDER; FOR CONSEQUENTIAL, EXEMPLARY, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES EVEN IF ADVERTISER HAS BEEN NOTIFIED OF SUCH DAMAGES.
10.Limitation of Liability
EXCLUDING LIABILITY ARISING FROM OR RELATING TO EACH OF THE PARTIES OBLIGATION TO KEEP INFORMATION CONFIDENTIAL UNDER THE SECTION ENTITLED “NON-DISCLOSURE” BELOW AND ANY BREACH BY ADVERTISER OF INTELLECTUAL PROPERTY RIGHTS, NEITHER ADVERTISER, ON THE ONE HAND, NOR EDGE226 OR ITS SUPPLIERS OR RESELLERS OR OTHER ADVERTISERS, ON THE OTHER HAND, SHALL BE LIABLE TO THE OTHER OR ANY THIRD PARTY FOR (I) ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER ARISING OUT OF THE USE OF OR INABILITY TO USE THE SERVICE OR ANY INFORMATION PROVIDED ON THE COMPANY WEBSITE OR PUBLISHER WEBSITE OR ANY OTHER HYPERLINKED WEBSITE, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, ANY LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR (II) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS OR OTHER INACCURACIES IN THE COMPANY WEBSITE OR PUBLISHER WEBSITE OR ANY HYPERLINKED WEB SITE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THE ABOVE EXCLUSION MAY NOT APPLY IN SUCH JURISDICTIONS, A PARTY’S LIABILITY IS LIMITED TO THE SMALLEST AMOUNT PERMITTED BY LAW. THIS PARAGRAPH WILL SURVIVE THE FAILURE OF ANY EXCLUSIVE OR LIMITED REMEDY.
IN NO EVENT WILL EDGE226’S TOTAL LIABILITY UNDER THIS AGREEMENT EXCEED THE TOTAL PAYMENT PAID UNDER THIS AGREEMENT, IN THE THREE (3) MONTHS PRIOR TO ANY CLAIM.
YOU AGREE THAT EDGE226, ALTHOUGH THE PROVIDER OF THE SERVICE, HAS NO RESPONSIBILITY OR LIABILITY AS A RESULT OF PLACEMENT OF AUTHORIZED LINKS OR AD UNITS LINKING TO OR AT PUBLISHER’S WEBSITE.
Advertiser shall defend, indemnify and hold Edge226 and Publishers harmless against all claims, suits, demands, damages, liabilities, losses, penalties, interest, settlements and judgments, costs and expenses (including attorneys’ fees) incurred, claimed or sustained by third parties, including but not limited to Publishers, directly or indirectly as a result of (a) Advertiser’s breach of or non-compliance with this Agreement, including but not limited to Prohibited Content and other prohibited uses, (b) Advertiser’s violation of any law, or an alleged violation of law by Edge226, that is a direct or indirect result of Advertiser’s use of the Service, (c) Advertiser’s use of the Service, (d) any content, goods or services offered, sold or otherwise made available by Advertiser to any person, and (e) any violation or alleged violation by Advertiser of any rights of another, including breach of a person’s or entity’s Intellectual Property Rights (each (a)-(e) individually is referred to hereinafter as a “Claim”).
Should any Claim give rise to a duty of indemnification under this Section 11, Edge226 shall promptly notify Advertiser, provided that a failure to give prompt notice shall not excuse or diminish the Advertiser’s obligations under this Section, and Edge226 shall be entitled, at its own expense, and upon reasonable notice to Advertiser, to participate in the defense of such Claim. Participation in the defense shall not waive or reduce any of Advertiser’s obligations to indemnify or hold Edge226 harmless. Advertiser shall not settle any Claim without Edge226’s prior written consent. Advertiser also shall indemnify for any reasonable attorneys’ fees or other costs incurred by an indemnified party in investigating or enforcing this Section 11. In the context of this Section 11 only, the term “Edge226” shall include officers, directors, employees, corporate affiliates, subsidiaries, parents, agents, partners and subcontractors.
The parties acknowledge that in the course of this Agreement one party may pass to the other confidential and proprietary information (“Confidential Information”). Each party (the “Receiving Party”) agrees not to disclose or disseminate the Confidential Information without the disclosing party’s (“Disclosing Party”) written consent. The term “Confidential Information” shall not include: (i) information that is or becomes part of the public domain through no action or omission by Receiving Party; (ii) that becomes available to the Receiving Party via a third party without knowledge or action by said by Receiving Party of any breach or violation of fiduciary duty, or; (iii) that Receiving Party had in its possession prior to the date of this Agreement. Upon termination of this Agreement, You must destroy or return to Edge226 any Confidential Information provided by Edge226 to You under this Agreement.
- We reserve the right to change the required privacy disclosures as mandated by law including self-regulation or practice, upon written notice to our customers. You agree to cooperate to implement such revised disclosure or such other disclosure as may mutually be agreed, or the company has the right to terminate if not cured after notice of breach. You further agree upon request to provide us with a copy of the most current privacy policies, or any changes thereto, at the same time that such privacy policies or changes are made.
With respect to the EU General Data Protection Regulation (Regulation 2016/679) (“GDPR”), the parties agree to comply with all applicable laws and the Data Transfer Agreement (as available at https://www.edge226.com/data-transfer-agreement – location may change) shall be incorporated into and shall be an integral part of this Agreement.
Edge226 makes no representations whatsoever about any other Website which You may access through the Service. In addition, a Link to a non- Edge226 Website does not mean that Edge226 endorses or accepts any responsibility for the content or the use of such Website.
15.Entire Agreement and Amendment
This Agreement, including the Introduction, contains the entire understanding and agreement of the parties and there have been no promises, representations, agreements, warranties or undertakings by either of the parties, either oral or written, except as stated in this Agreement. This Agreement may only be altered, amended or modified by an instrument that is assented to by each party to this Agreement by verifiable means, including without limitation by written instrument signed by the parties or through a “click through” acknowledgement of assent. No interlineations to this Agreement shall be binding unless initialed by both parties. Notwithstanding the foregoing, Edge226 shall have the right to change, modify or amend (“Change”) this Agreement, in whole or in part, by posting a revised Agreement at least 14 days prior to the effective date of such Change. Your continued use of the Network Service after the effective date of such Change shall be deemed Your acceptance of the revised Agreement.
Advertiser or Edge226 may assign this Agreement to any successor or affiliate upon notice to the other party, provided, in the case of Edge226, the assignee continues to fulfill its obligations and provide the Service hereunder.
Neither party shall be liable hereunder by reason of any failure or delay in the performance of its obligations hereunder on account of strikes, shortages, riots, insurrection, fires, flood, storm, explosions, acts of God, war, terror, governmental action, labor conditions, earthquakes or any other cause which is beyond the reasonable control of such party.
This Agreement shall be governed by New York, USA law (except for conflict of law provisions). The exclusive forum for any actions brought in connection with this Agreement shall be in the state and federal courts in and for the State of New York, NY, USA and all parties consent to such jurisdiction. The application of the United Nations Convention on the International Sale of Goods is expressly excluded.
This Agreement and any addendums or separate agreements executed between You and Edge226 (which shall be deemed a part of this Agreement and which may be executed separately between the parties) represent the complete agreement concerning this license and may be amended only in accordance with Section 16 above. THE ACCEPTANCE OF ANY INSERTION ORDER PLACED BY YOU IS EXPRESSLY MADE CONDITIONAL ON YOUR ASSENT TO THE TERMS SET FORTH HEREIN AND NOT THOSE IN YOUR IO. If any provision of this Agreement is held to be unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable.
The following terms used in this Agreement shall have the meaning as defined below:
“Edge226” or “Company” – the entity as set forth on the IO or Edge226, including its direct and indirect subsidiaries and affiliates, parent companies or related companies.
“Edge226 Quality Standard Guidelines” Edge226 Quality Standard Guidelines (for Advertisers), attached hereinafter.
“Ad Unit” means any advertising unit which may be in the form or format of any Edge226 approved media (such as but not limited to, banner, video or rich-media) that may be hosted by the Service or by another hosting/service provider that is provided to a Publisher (via an ad tag) for insertion on the Publisher’s Website.
“Advertiser” or “You” a Website, company, agency or other entity that pays a for a legitimate sale, lead, Click, Impression, view or other Measurable Action by a Visitor, and uses the Service to facilitate any of the following (but not limited to) activities or actions: sign-ups, registrations, Ad Unit distribution, tracking, reporting, and commission Payouts.
“Agreement” this Advertiser’s Terms.
“Click” occurs when an internet user clicks on a Link that a Publisher has placed for an Advertiser.
“Company” – see “Edge226”.
“Company Channels” as described in section 1.1 to this Agreement.
“Company Website” refers to any Website owned or operated by Edge226.
“Impression” occurs when an internet user views an Ad Unit on a Publisher’s Website.
“Insertion Order” or “IO” is an amendment or an exhibit to this Agreement that may be signed between You and Edge226 for a specific advertising campaign. The IO shall be considered an addendum to this Agreement and shall include campaign specific information such as, but not limited to, the campaign name, geo or demographic targeting information, Ad Unit type, cost per Ad Unit, quantity of Ad Units and overall campaign budget and payment terms. By executing an IO, You also agree to be bound to the terms of this Agreement. In the event terms in the IO differ from terms herein, the terms of the IO shall prevail.
“Edge226” – the entity as set forth on the IO or Edge226, including its direct and indirect subsidiaries and affiliates, parent companies or related companies.
“Link” means a hyperlink placed on a Publisher’s Website on an Ad Unit, or the Ad Unit itself, served by Edge226 that, when clicked on may direct user to Publisher’s Website or other Websites for the Offer or may initiate an action (such as video play). The Link may be in the form of text, a product image, a video overlay, a button, a banner or any other format acceptable to You, and defined only through Your program on Edge226.
“Measurable Action” occurs when internet users complete either a purchase, lead form, registration, Impression, view or other action which the Advertiser has defined as a target. When a Measurable Action can be matched, by Edge226 to a previous Click, a Payout occurs and is tracked by Edge226. For Impressions or other non-performance actions, the Payout shall be based on such agreed terms.
“Offer” means an offer for product, service, program, survey, lead or advertisement or any other offer that a Visitor to Publisher Website from the Link receives or is offered. You are responsible to update any such Offers and to notify an individual person within 24 hours that the Offer or specific offer ceases to be valid.
“Payout” means the amount sale commission, lead commission, Impression commission, view commission or Click commission or other payment amount, established and agreed upon by Edge226 and You and as specified in an addendum to this agreement (for example an Insertion Order) or in an agreement signed between You and Edge226. The Payout may be expressed as a set amount or as a percent of sales or by way of revenue sharing.
“Prohibited Content” means the prohibited content provisions as described in the Edge226 Quality Standard Guidelines.
“Publisher’s Website” a publisher Website refers to any media format on which an Advertiser’s Ad Units may be displayed. For purposes herein, this will include any inventory from any of Company Channels.
“Service” a service which allows Advertisers to provide Ad Units to Publisher Websites to run and/or participate in any developed, operated and provided by Edge226 through one of Company Channels.
“Tracking Code” means a small piece of HTML or URL code given to the Advertiser by Edge226, for applicable Ad Unit campaigns, which is used by Edge226 to provide the Service and to track the Ad Unit activity/ performance.
“Video” means a video (or video URL link) supplied by an Advertiser to Edge226 which may be embedded by a Publisher (as an Ad Unit) on which interactive and clickable Links may be overlaid to allow a Visitor to Click on such a Link or view such advertisement as an Impression.
“Visitor” means any person, or user that clicks on an Ad Unit placed on the Publisher’s Website or Link to Your Publisher’s Website through the Edge226 Service.
“VOID” means a reversal of a transaction previously earned for a Measurable Action that is later voided by You. You may VOID transactions that are fraudulent, or in the case of returned merchandise, duplicate transactions, or other valid reasons in accordance with the terms of this Agreement.
“Website(s)” – internet domain, or a portion of a domain and/ or application.
“You” see “Advertiser”
Last update: Dec 2022
Edge226 Quality Standards Guidelines (for Advertisers)
The following terms shall have the meaning ascribed to them:
“Ad Unit” means any type of promotional material or content, as provided by the Advertiser or on its behalf, in any format and however delivered.
- Unless otherwise agreed to by Edge226, the Ad Units shall comply with the creative guidelines provided herein, including those instructions contained in the documentation which shall be provided by Edge226 from time to time. Failure to comply with these terms shall be deemed as a breach of the Agreement and may result in immediate termination from the Program.
- Advertiser will ensure, by agreement, instruction or any other legally enforceable means, that all third parties by which Ad Units are delivered have adopted and implemented technology and methodologies (and agreed in writing thereto) to ensure Advertiser is in compliance with the foregoing obligations.
Ad Units must not feature or link to “Prohibited Content”, as determined by Edge226 in its sole discretion. Prohibited Content includes but is not limited to, any of the following:
- Sexually explicit or pornographic content;
- Any content that puts other people in harm, or condones violence, hatred, bigotry or discrimination against other persons or groups, based on any characteristic (for example ethnic origin, religion, nationality, disabilities, race, gender identity or sexual orientation);
- Any content that contains defamation, or condones bullying, intimidation, stalking or harassment against any person;
- Any disturbing or offensive content, including excessively profane, obscene or vulgar content, or any content that is primarily intended to be disrespectful or shocking;
- Extreme graphic or explicit violence, including the depiction of especially vivid, brutal and realistic acts of violence.
- Any content which promotes or facilitates illegal activities (for example unauthorized gambling, black-hat hacking, cracking, or warez), or any content that promotes the sale or consumption of illegal products (for example illegal drugs);
- Promotion of dangerous products (for example weapons or ammunition);
- Any content that infringes, or facilitates the infringement of other persons’ rights (for example privacy or publicity rights);
- Any content that infringes, or facilitates the infringement of intellectual property or copyrights;
- Any content that impersonates relationship or affiliation with other persons or organizations when it is not the case, or engages in any deceptive or misleading practices;
- Any content that introduces any security vulnerabilities or otherwise harm, limit or degrade the performance of other persons’ devices, software, hardware, equipment or data (for example distributing malware, viruses, worms, Trojan horses or other malicious software or scripts; fake tech support);
- Ad Units that are “directed to children” under the age of 13, as that term is defined under the U.S. Children’s Online Privacy Protection Act and applicable regulations.