a. Promotional Method Restrictions. Publisher agrees that it shall comply with all laws and regulations and will not engage in spamming, unlawful mass emailing or any unapproved emailing or in any way fail to comply with the The California Consumer Privacy Act (CCPA) or the CAN SPAM Act of 2003, 15 U.S.C. 7701, et seq., as amended, or any comparable laws, rules or regulations in any country from or to which Publisher is accessing the Site or the Services or participating in any Advertiser Program, that govern email marketing and advertising. Publisher agrees that its promotional activities will not infringe on the Advertiser's intellectual property rights, including but not limited to copyright and trademark rights. Publisher agrees that it shall complaint with the Children’s Online Privacy Protection Act (COPPA).
Publisher shall not perform trademark bidding or direct linking on search engines including on Google, Yahoo and MSN Bing. By "direct linking" this agreement refers to sending traffic directly from the search engine to the Gel Press website without use of an intermediary landing page.
Gel Press reserves the right at any time to further restrict what activities are considered valid and will entitle Publisher to Publisher Commission Fees under this Agreement. Gel Press reserves the right to withhold, refuse or withdraw approval of any websites, email distribution lists and/or marketing channels for any reason, whatsoever, in Gel Press's sole discretion. Only Publisher's websites, email distribution lists or other marketing channels that have been reviewed and approved by Gel Press may be utilized in connection with the Site and Service.
b. Standards. Publisher represents and warrants that all promotional means utilized by Publisher (a) will not contain objectionable content (including but not limited to content that is misleading, illegal, and/or promoting illegal goods, services or activities), and (b) will not mislead others. You further represent and warrant that the content of Your website and emails do not promote, advocate, facilitate or otherwise include any of the following: (i) hate speech or material that discriminates on the basis of race, ethnicity, gender, age, disability, religion or sexual orientation; (ii) investment, money-making opportunities or advice not permitted under law; (iii) violence or profanity; (iv) pornographic, obscene, sexually explicit or related content; (v) material that defames, abuses, is libelous, is tortuous or threatens physical harm to others; (vi) material that displays any telephone numbers, street addresses, last names, URLs, email addresses, any confidential information or any other personally identifiable information of any third person; (vii) material that impersonates any person or entity; (viii) any indication that any statements You make are endorsed by PolyGel or Gel Press, without Our express prior written consent; (ix) promotion of illegal substances or activities; (x); content which is inappropriate or harmful to children; (xi) promotion of terrorism or terrorist-related activities, sedition or similar activities; (xii) software pirating; (xiii) hacking or phreaking; (xiv) any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; (xv) any software, product or service that is illegal or that violates the rights of a third party including, but not limited to, spyware, adware, programs designed to send unsolicited advertisements (i.e. "spamware"), services that send unsolicited advertisements, programs designed to initiate "denial of service" attacks, mail bomb programs and programs designed to gain unauthorized access to networks on the Internet; (xvi) any software, product or service that harvests or collects the personal information of Internet users, whether or not for commercial purposes, without the express consent of such users; (xvii) any spoofing, redirecting or trafficking from other websites in an effort to gain traffic; (xviii) any content that infringes upon the intellectual property rights of any third party or any other right including, without limitation, false advertising, unfair competition, invasion of rights of publicity or privacy; (xix) illegal forms of gambling, contests, lotteries, raffles, or sweepstakes; (xx) any material that violates CAN-SPAM or any similar or comparable laws in any other country or jurisdiction in which You operate; or (xxi) any illegal activity whatsoever (including any violations of applicable U.S. state or federal law or regulation, Canadian provincial or federal law or the laws of any other country or jurisdiction in which You operate).
c. Tags. Altering, removing or disabling Tags may jeopardize Your ability to be paid for Transactions. You will not, nor knowingly permit any person to, activate Creatives or inflate the amount of Transactions through any deceptive or misleading practice, method or technology including, but not limited to, the use of any spyware, device, program, robot, Iframes, hidden frames, redirects, spiders, computer script or other automated, artificial or fraudulent methods designed to appear like an individual, real live person performing an Transaction.
d. Personally Identifiable Information of Visitors. Publisher represents and warrants that Publisher will not enable the tracking code to collect personally identifiable information of Customers or potential Customers that would allow You to personally identify such Customer or potential Customer.
e. Privacy Policies. You will ensure that any and all websites employed by You in connection with Your participation in any Advertiser Programs will feature an easy-to-understand privacy policy. Such privacy policy shall also provide information on your use of tracking devices, such as but without limitation to, cookies, including tracking devices. Your website will also include, where required, information regarding the removal of cookies and other tracking devices.
f. REMEDIES. IN ADDITION TO ANY REMEDIES AVAILABLE TO Gel Press, PUBLISHER SHALL FORFEIT ANY AND ALL PUBLISHER FEES DURING THE PERIOD IN WHICH PUBLISHER WAS IN VIOLATION OF THIS AGREEMENT.
g. Payment of Publisher Fees. All Publisher Fees will be paid in US Dollars ($US). You acknowledge that, with respect to Our Program, Your entitlement to any compensation reported with respect to any tracked activity (if such activity is reported) stems solely from the terms of this affiliate relationship and agreement.
h. Confidentiality. Each Party will take commercially reasonable actions designed to protect the Confidential Information of the other Party from misappropriation and unauthorized use or disclosure, and at a minimum, will take precautions at least as great as those taken to protect its own confidential information of a similar nature. The receiving Party may disclose Confidential Information of the disclosing Party to the extent necessary to comply with applicable Law. Upon request of the other Party, or in any event upon any termination or expiration of this Agreement, each Party will return to the other or destroy all materials, in any medium, which contain, embody, reflect or reference all or any part of any Confidential Information of the other Party. This Agreement shall be the Confidential Information of Gel Press.
Either Party will be entitled to seek preliminary and/or permanent injunctive relief from any violation or threatened violation of this Section i without the necessity of proving actual damages or posting any bond or other security.
"Confidential Information" means all confidential and/or proprietary information and documents furnished or disclosed by or on behalf of a Party or its affiliates, no matter when or how furnished or disclosed. Confidential Information includes, without limitation, (a) all nonpublic information relating to a Party's or its affiliates' technology, business plans, agreements, promotional and marketing activities, finances and other business affairs, and (b) all third party information that a Party or its affiliates is obligated to keep confidential. Confidential Information may be contained in tangible materials, such as drawings, data, specifications, reports and computer programs, or may be in the nature of unwritten knowledge. Confidential Information does not include any information that (w) has become publicly available without breach of this Agreement, (x) can be shown by documentation to have been known to the receiving Party at the time of its receipt from the disclosing Party or its affiliates, (y) is received from a third party who did not acquire or disclose such information by a wrongful or tortious act, or (z) can be shown by documentation to have been independently developed by the receiving Party without reference to any Confidential Information.
i. Limitation of Liabilities.
Gel Press WILL NOT BE LIABLE (WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), PRODUCT LIABILITY OR OTHER THEORY), TO YOU OR ANY OTHER PERSON OR ENTITY FOR COST OF COVER, LOST PROFITS, LOSS OF BUSINESS, DATA OR REPUTATION OR FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OUT OF THIS AGREEMENT.
j. Relationship.
In making and performing this Agreement, the Parties are acting and shall act as independent contractors, and neither party is, nor will be deemed to be, an agent, legal representative, joint venturer or partner of the other party for any purpose.
