This Agreement contains terms and conditions which
apply to your participation as a member of the PimpRoll Webmaster
Revenue Program (the "Program"), operated by MD Media Inc.
("COMPANY", "we" or "us"). As used in this Agreement, "you" or "your" means
the applicant/participating member.
We reserve the right to terminate any account at any time
without notice, due to illegal activity.
Enrolment in this Program
1. To begin the enrolment process,
you will submit a completed application through our website: http://www.pimproll.com
. In order to enrol and participate in the Program, you must be over
the age of eighteen (18) years, or over the age of majority if you reside
and/or conduct business in states, provinces or countries where the age
of majority is greater than eighteen (18) years. We may reject your application
if, in our sole discretion, we determine that your web property is unsuitable
for the Program for any reason. Our reasons may include, but are not
limited to, that we believe your web property incorporates images or
content that are unlawful, defamatory, obscene, harassing or otherwise
objectionable. We may also reject your application if we believe your
web property facilitates illegal activity, promotes violence or promotes
or assists others in promoting copyright infringement or if you provide
incomplete and/or inaccurate information on your submitted application.
Responsibility for Your Site
2. While we will review your web
property for suitability to participate in the Program, you will be solely
responsible for the development, operation and maintenance of your web
property and for all materials that appear on your web property. We shall
have no responsibility for the development, operation and maintenance
of your web property and for any materials that appear on your web property.
You shall also be responsible for ensuring that materials posted on your
web property do not violate or infringe upon any laws including, but
not limited to, 18 U.S.C. Section 2257, or the rights of any third party
(including, for example, copyrights, trademarks, privacy, or other personal
or proprietary rights), and ensuring that materials posted on your web
property are not libellous or otherwise illegal (including depictions
of actual, implied or simulated bestiality, rape, incest, child pornography,
or any other content deemed inappropriate or illegal). You must have
express permission to use another party's copyrighted or otherwise proprietary
material. We will not be responsible if you use another party's copyrighted
or otherwise proprietary material in violation of the law.
3. The following
terms, along with any derivatives thereof, may not appear
anywhere in the HTML or graphics on your web property:
animal sex |
bestiality |
Cherie |
Disney |
family sex |
forced sex |
High Society |
Hustler |
illegal |
incest |
kidnap |
mutilate |
Penthouse |
Pet |
Playboy |
Playmate |
rape |
scat |
unconsensual |
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We reserve the right to terminate your membership in the
Program for using any of the listed words, phrases, or
derivatives of the listed words or phrases and subparts
thereof. If your membership is terminated for using banned
terms you will forfeit all monies and accumulated rewards
points otherwise due you.
No E-Mail Promotions
4. You may not promote us through
the transmission of individual and/or bulk e-mail. Accordingly, you shall
not use or cause to be used any e-mail or SMTP systems to promote PimpRoll
or its affiliates, or any of the Programs ("E-mail Traffic"), notwithstanding
the recipient's request to receive such E-mail Traffic.
5. PimpRoll
shall not accept any E-mail Traffic promotion. In the event
You have sent or caused to be sent any E-mail Traffic,
or You suspect or become informed that such E-mail Traffic
has been sent:
a. You
shall immediately cease or cause to be
ceased all such activity;
b. You
shall immediately notify us in writing
of the E-mail Traffic and the date it
was sent, and of all corrective action
taken or to be taken by you;
c. Your
membership in the Program shall be terminated
effective as of the date the E-mail Traffic
was sent (or immediately in the event
the date the E-mail Traffic was sent
cannot be determined);and
d. You
shall forfeit all monies otherwise owed
to you as provided in Section .
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6. Notwithstanding
your covenant with respect to not sending E-mail Traffic, any
E-mail Traffic which gets sent, accidentally or otherwise, in
contravention of your covenant to not send E-mail Traffic, must
comply with all provisions of the CAN SPAM Act of 2003 and in
particular, if your e-mail contains sexually oriented material,
you must use such labels or notices in your e-mails as are prescribed
by the Federal Trade Commission pursuant to the CAN-SPAM Act
of 2003. Failure to strictly comply with one or more of these
provisions will result in the immediate termination of your account
and the forfeiture of all unpaid monies earned hereunder. You
shall also comply with the final rule issued by the United States
Congress (the "Final FTC Rule") in connection with the CAN-SPAM
Act of 2003. The requirement for compliance with the CAN-SPAM
Act of 2003 and the Final FTC Rule does not permit, condone,
or ratify any E-mail Traffic.
7. Should any
law enforcement agency, internet service provider or other person
or entity provide us or any company related to us with notice
that you have engaged in transmission of unsolicited e-mail or
have engaged in otherwise unlawful conduct or conduct in violation
of an internet service provider's terms of service, we reserve
the right to cooperate in any investigation relating to your
activities including disclosure of your account information.
8. We are especially adamant in assuring
that no web properties associated in any way with us contain child
pornography. We maintain a zero tolerance policy towards anything
related to child pornography and reserve the right to cooperate
with law enforcement authorities in any child pornography investigations.
Not only do we prohibit pictures which depict or insinuate sexual
images of persons under the age of eighteen (18), we also prohibit
words which may insinuate sexual images or acts of persons under
the age of eighteen (18).
9. In
addition to any other words we may deem to
be inappropriate, the following is a list of
words (which may be amended at any time) which,
along with any derivatives thereof may not
be used anywhere in the HTML or graphics on
your site(s):
4teen |
6teen |
7teen |
adolescent |
bestiality |
child |
child porn |
child pornography |
child sex |
childporn |
children |
childsex |
elementary |
family sex |
fifteen |
forced sex |
forteen |
fourteen |
high school |
illegal |
illegal lolitas |
incest |
infant |
juvenile |
kid |
kid porn |
kiddie |
kiddie porn |
kiddie sex |
kiddieporn |
kiddiesex |
kiddy |
kidnap |
kindergarten |
kinderporn |
kindersex |
koprofgie |
kotoran |
little boy |
little girl |
lolita |
lolita-teen |
lolitas |
lolitaz |
minor |
minors |
mutilate |
nymphet |
paedophilia |
paidophilia |
pdophile |
pdophilie |
pederastia |
pediphile |
pedofilia sex |
pedoland |
pedophelia |
pedophile |
pedophilia |
pedophilia pictures |
pedophylia |
pre teen |
pre teenage |
pre teenager |
pre teenagers |
pre teens |
pre-adolescent |
preeteen |
prelolitas |
preteen |
pre-teen |
pre-teen porn |
pre-teen sex |
puberty |
pubescent |
rape |
scat |
sex with children |
sex with minors |
seventeen |
sixteen |
teen 13 |
teen 14 |
teen 15 |
teen 16 |
teen 17 |
teen13-17 |
thirteen |
unconsensual |
under age |
underage |
young boy |
young child |
young girl |
young school boy |
young school girl |
young teen youth |
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If we determine that you have violated the
Company's zero tolerance policy against child
pornography, your membership in the Program
will be terminated immediately. You will forfeit
all monies otherwise due you.
Other Grounds for Termination
10. In addition to the rights of
termination described above, we will immediately terminate your participation
in the Program if we believe you have engaged in any of the following:
a. Altering
by electronic, mechanical or automated means or other technologies,
that may now exist or come into existence, any of our code
or site URLs belonging to or identified with accounts other
than your own, or causing the modification or substitution
of our code or site URLs belonging to or identified with
accounts other than your own that may reside within or originate
from a third party system in the form of bookmarks, cached
pages, cookies or other stored forms that may be passed to
our system and/or the system(s) operated by the owners of
other sites linked to or affiliated with our system by user
operation of said third party system;
b. Any
E-mail Traffic and any form of spamming
including, but not limited to unsolicited
e-mail, IRC postings, newsgroups, and/or
instant messaging clients;
c. Publishing,
transferring, reassigning, disclosing,
distributing, or permitting any other
person to use your Program account;
d. Providing
inaccurate or incomplete information
to us concerning your identity, bank
account, address or other required information;
e. Attempts
to cheat, defraud or mislead us in any
way;
f. Misrepresenting
to the public the terms and conditions
of the PimpRoll website, memberships,
or products or your web property;
g. Promotion
of PimpRoll on password sites, MP3 sites
or "warez" sites;
h. Owning
or operating a website in connection
with a person who is under eighteen (18)
years of age; and/or under the age of
majority in states, provinces or countries
where the age of majority is greater
than eighteen (18) years;
i. Inclusion
of stolen or unauthorized content on
your site(s); and
j. Operating
from a foreign country from which we
will not accept accounts including, but
not limited to:
Afghanistan, Albania, Armenia,
Azerbaijan, Belarus, Brazil, Bulgaria,
China, Costa Rica, Croatia, Cuba,
Czech Republic, Estonia, Georgia,
Hong Kong, Hungary, India, Indonesia,
Iran, Iraq, Israel, Japan, Jordan,
Kaliningrad, Kazakhstan, Korea,
Kuwait, Kyrgyzstan, Latvia, Lebanon,
Lithuania, Malaysia, Moldova, North
Korea, Pakistan, Philippines, Romania,
Russia, Singapore, Slovakia, Slovenia,
Sudan, Syria, Taiwan, Tajikistan,
Thailand, Turkey, Turkmenistan,
Ukraine, United Arab Emirates,
Uzbekistan, Yemen, and Yugoslavia. |
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The PimpRoll Webmaster Revenue Program
11. Joining PimpRoll enables you
to promote any or all of the following programs:
a. PimpRoll
Per Join Program:
(Regular Niche Sites, Video Sites, Reality Sites,
and VideoTeam Sites).
For every trial or monthly membership
enrolment (“Join”) referred
by you under this program, which has
paid for the membership (a “Sale”),
you will be entitled to:
Program |
Payout |
Using
Rev-Share Hosting |
Credit
Card |
Check |
Credit
Card |
Check |
With
Consoles |
$35
- $40 |
$15 |
$30 |
$12 |
No
Consoles |
$25 |
$15 |
$20 |
$12 |
Direct
To Join |
$25 |
$15 |
$20 |
$12 |
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b. Download
Pass Per Join: For every trial
or monthly membership enrolment (“Join”)
referred by you under this program, which
has paid for the membership (a “Sale”),
you will be entitled to:
Program |
Join
Price |
Payout |
Using
Rev-Share Hosting |
Trial |
$9.99 Trial |
$35 |
$28 |
Monthly
1 |
$14.95 Month |
$20 |
$15 |
Monthly
2 |
$19.99 Month |
$27 |
$21 |
Monthly
3 |
$29.99 Month |
$40 |
$30 |
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c. Solo
Girl Sites Per Join: For every
trial or monthly membership enrolment
(“Join”) referred by you
under this program, which has paid for
the membership (a “Sale”),
you will be entitled to:
Program |
Payout |
Using
Rev-Share Hosting |
Credit
Card |
Check |
Credit
Card |
Check |
Per
Join |
$25 |
$15 |
$20 |
$12 |
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d. Partnership
Program: With the exception
of Adult Video Planet, who's partnership
payout is outlined below, all partnership
payouts for the various PimpRoll programs
are as follows. For every trial or monthly
membership referred by you under this
program, including any rebills pertaining
to those memberships, we shall pay you
65% of the Revenue. In the case that
you are using Rev-Share Hosting for your
account, you will receive 50% of the
Revenue.
e. Webmaster
Referral Program: For every
webmaster who joins the PimpRoll Webmaster
Revenue Program and is referred by your
unique PimpRoll webmaster ID; you will
be paid 5% of all revenue generated by
the referred account.
f. Adult
Video Planet: For every trial
or monthly membership enrolment (“Join”)
referred by you under this program, which
has paid for the membership (a “Sale”),
you will be entitled to:
Program |
Join
Price |
Sender* |
Owner* |
Total** |
Per
Join |
$4.99 Trial |
$25 |
$5 |
$30 |
$29.99 Month |
$35 |
$5 |
$40 |
Partnership |
$29.99 Month |
$15 |
$2.50 |
$17.50 |
Using
Rev-Share Hosting |
Per
Join |
$4.99 Trial |
$19 |
$5 |
$24 |
$29.99 Month |
$28 |
$5 |
$33 |
Partnership |
$29.99 Month |
$12 |
$2.50 |
$14.50 |
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*
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Example 1
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If you send a trial
sale to another webmaster's tour,
you will receive $25 and the owner
of the tour will receive $5. |
**
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Example 2
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If you send a monthly
sale to your own tour, you will
receive the entire $40 payout. |
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Payments for all programs are paid out by MD
Media, Inc. 5 days after the end of each pay period. Currently,
pay periods are 1 week in length and extend from Monday at Midnight,
to Sunday at 11:59:59 PM.
Term of the Agreement
12. The term of this Agreement
will begin upon our acceptance of your application, and will end when
terminated by either party, with or without cause, by giving the other
party notice of termination. Notice by e-mail, to your e-mail address
in our records, is considered sufficient notice for us to terminate this
Agreement. If this Agreement is terminated because, in our sole discretion,
we believe you have violated the terms of this Agreement, including the
covenant not to E-mail Traffic, you are not eligible to receive any commission
payments or rewards, even for commissions and rewards earned prior to
the date of termination. If this Agreement is terminated for any other
reason, you are only eligible to earn a commission on sales occurring
during the term of the Agreement, and commissions earned through the
date of termination will remain payable only if the related orders are
not cancelled or returned. We reserve the right to withhold your final
payment for a reasonable time to ensure that the correct amount is paid.
Modification
13. We may modify any of the terms
and conditions contained in this Agreement, at any time and in our sole
discretion. Notice of any change by e-mail, to your address in our records,
or notice posted at http://www.pimproll.com , is considered sufficient
notice to you of a change to the terms and conditions of this Agreement.
Modifications may include, but are not limited to, changes in the scope
of available commission fees, commission schedules, payment procedures,
and the Program rules. All such modifications shall take effect 48 hours
after we serve notice as provided above, unless we indicate otherwise.
If any modification is unacceptable to you, your only recourse is to
terminate this Agreement. Your continued participation in the Program,
following our posting of modifications or a new agreement on our site,
will constitute your binding acceptance of the change in terms and conditions.
Relationship of Parties
14. You and COMPANY are independent
contractors, and nothing in this Agreement will create any partnership,
joint venture, agency, franchise, sales representative, or employment
relationship between the parties. You have no authority to make or accept
any offers or representations on our behalf. You will not make any statement,
whether on your web property or otherwise, that reasonably would contradict
anything in this Section. You are not an agent of the COMPANY and COMPANY
expressly disclaims responsibility for any conduct by you in violation
of the terms of this Agreement.
Limitation of Liability
15. We will not be liable for indirect,
special, or consequential damages, or any loss of revenue, profits, or
data, arising in connection with this Agreement or the Program, even
if we have been advised of the possibility of such damages. Further,
our aggregate liability arising with respect to this Agreement and the
Program will not exceed the total commissions paid or payable to you
under this Agreement.
Representations and Warranties
16. You hereby represent and warrant
to us that this Agreement has been duly and validly executed and delivered
by you and constitutes your legal, valid and binding obligation, enforceable
against you in accordance with its terms. You further represent and warrant
that the execution, delivery and performance by you of this Agreement
are within your legal capacity and power, have been duly authorized by
all requisite action on your part, require the approval or consent of
no other persons, and neither violate nor constitute a default under:
a. the
provision of any law, rule, regulation,
order, judgment or decree to which you
are subject or which is binding upon you,
or
b. the
terms of any other agreement, document
or instrument applicable to you or binding
upon you. |
Confidentiality
17. We may disclose to you certain
information as a result of your participation in the Program which we
consider to be confidential (herein referred to as "Confidential Information").
For purpose of this Agreement, the term "Confidential Information" shall
include, but not be limited to:
a. Any
modifications to the terms and provisions
of this Agreement made specifically for
you and not generally available to other
members of the Program;
b. Website,
business, and financial information relating
to COMPANY; and
c. Customer
and vendor lists relating to COMPANY
and any members of the Program other
than you.
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Confidential Information shall also include any
information that we designate as confidential during the term of
this Agreement. You agree not to disclose any Confidential Information
and that such Confidential Information shall remain secret and
shall not be utilized, directly or indirectly, by you for your
own business purposes or for any other purpose, except to the extent
that any such information is generally known or available to the
public or if disclosure is required by law or legal process.
Indemnification
18. You hereby agree to indemnify,
defend and hold harmless COMPANY, its shareholders, officers, directors,
employees, agents, affiliates, successors and assigns, from and against
any and all claims, losses, liabilities, damages or expense (including
attorneys' fees and costs) of any nature whatsoever incurred or suffered
by us (collectively the "losses"), insofar as the losses (or actions
in respect thereof) arise out of, or are based on:
a. Any
claim or threatened claim that our use
of your trademark(s) infringes on the rights
of any third party;
b. The
breach of any promise, covenant, representation
or warranty made by you herein, including
the covenant not to engage in E-mail
Traffic; or
c. Any
claim related to your web property.
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Disclaimers
19. WE MAKE NO EXPRESS OR IMPLIED
WARRANTIES OR REPRESENTATIONS WITH RESPECT TO THE PROGRAM, ANY COMPANY
SERVICES, OR ITEMS SOLD THROUGH THE PROGRAM (INCLUDING, WITHOUT LIMITATION,
WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT,
OR ANY IMPLIED WARRANTIES ARISING OUT OF A COURSE OF PERFORMANCE, DEALING,
OR TRADE USAGE). IN ADDITION, WE MAKE NO REPRESENTATION THAT THE OPERATION
OF OUR SITE(S) WILL BE UNINTERRUPTED OR ERROR-FREE, AND WE WILL NOT BE
LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS.
Forms of Promotion
20. You may use any form of promotion
you choose, consistent with the terms of this Agreement. You may use
any and all provided promotional materials, such as banner advertisements,
button links and/or text links (collectively referred to herein as "Links" or "the
Links") to PimpRoll, our website, and our memberships, however, you CANNOT
SPAM.SPAM or use E-mail Traffic (See Sections 4, 5,6, 7, and 8).6). Allowable
Links may contain COMPANY's trade names, service marks, and/or logos
for display on your Affiliate Site(s). Subject to the terms and conditions
hereof, you are granted a limited, non-exclusive, non-transferable license
to access and download such Links and other designated promotional materials
for placement on your Affiliate Site(s) for the sole and exclusive purpose
of promoting PimpRoll, our website, and our memberships. In utilizing
the Links, you agree that you will cooperate fully with us in order to
establish and maintain such Link or Links. A Link may only be visually
modified with our consent.
Commission Payment
21. Commissions due and owing to
you under the Program will be paid to you as provided herein. Your application
for an account in the Program must include a verifiable street address.
We reserve the right not to send commission checks to post office boxes.
Insufficient Activity
22. If, as a participating member,
you fail to send traffic (i.e., uniques) to the Program, or do not have
any Joins for any consecutive sixty (60) day period, we reserve the right
to terminate your membership in the Program. If your membership is terminated
for this reason, you may apply for a new account
Miscellaneous
23. Terminated accounts, except
as expressly otherwise provided in this Agreement, cannot later apply
to the Program without our express written consent. This Agreement will
be governed by the laws of the United States and the State of Michigan
, without reference to rules governing choice of laws. Any disputes arising
out of or pertaining to this Agreement which the parties are unable to
resolve by bona fide negotiations at any executive level, shall be resolved
by binding arbitration on the basis that the arbitration shall be submitted
for arbitration to the American Arbitration Association on demand of
either party to such dispute. Such arbitration shall be conducted in
Detroit, Michigan. Except as otherwise provided in this Agreement, such
dispute shall be heard by one arbitrator in accordance with the then
current commercial arbitration rules of the American Arbitration Association.
The arbitrator shall have the right to award and include in their award
any relief which he or she deems proper in the circumstances, including
without limitation, money damages (with interest on unpaid amounts from
the due date), specific performance, injunctive relief and attorney’s
fees and costs. The award and decision of the arbitrator shall be conclusive
and binding upon the parties and judgement upon the award may be entered
into any court of competent jurisdiction. This Agreement to arbitrate
shall continue in full force and effect subsequent to and notwithstanding
the expiration or termination of this Agreement. The arbitration shall
be conducted informally with a view to the issue being resolved expeditiously
and quickly. The arbitrator, as part of their decision, shall be entitled
to determine which of the parties shall be liable for their costs or
the ratio in terms of which the parties are to share their costs, failing
which, their costs shall be borne equally between the parties. You may
not assign this Agreement, by operation of law or otherwise, without
our prior written consent. Subject to that restriction, this Agreement
shall be binding on, inure to the benefit of, and shall be enforceable
against the parties and their respective successors and assigns. Our
failure to enforce your strict performance of any provision of this Agreement
will not constitute a waiver of our right to subsequently enforce such
provision or any other provision of this Agreement.
THIS IS A LEGAL AGREEMENT BETWEEN YOU AND COMPANY. BY SUBMITTING
AN APPLICATION FOR ENROLLMENT IN THE PROGRAM YOU ARE AFFIRMATIVELY
STATING THAT YOU HAVE READ AND UNDERSTAND THE TERMS AND CONDITIONS
SET FORTH HEREIN AND ARE AFFIRMATIVELY INDICATING YOUR ACCEPTANCE
OF THIS PIMPROLL WEBMASTER REVENUE PROGRAM AGREEMENT AND THAT
YOU AGREE TO BE BOUND BY THE TERMS HEREOF. YOU CANNOT BECOME
A MEMBER OF THE PROGRAM UNLESS YOU HAVE ACCEPTED EACH AND EVERY
TERM HEREOF.
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