Terms and Conditions
Last updated: June 7, 2011
These Terms and Conditions are principles that every Publisher, Affiliate, CPA Network, and Advertiser needs to abide by in order to use the services provided by Blue Track Media. The terms Publisher, Affiliate, CPA Network, and Advertiser are used interchangeably; therefore these terms are automatically applied to every term even if they are not mentioned in the specific term. For Example, if a term states "Publishers" of Blue Track Media will be terminated due to any fraud, the word "Publisher" also applies to an Affiliate, and CPA Network. The word "terms" also refers to "Terms and Conditions." By using the services provided by Blue Track Media, the Publisher and Advertiser are bound by these Terms and Conditions, if you do not agree with these Terms and Conditions, please notify Blue Track Media to terminate your account immediately.
Blue Track Media holds the right to amend (change, revise, etc) any of these Terms and Conditions at anytime. You must check back regularly to see whether these Terms have been revised as indicated by the “Last updated” date at the top of these Terms. Your continued use of the site and services after any change has been made constitutes your ongoing acceptance of these Terms, including any changes made to them. Blue Track Media may use reasonable efforts to contact Publishers and Advertisers when changes are made; however, it is your responsibility to check back regularly. If you do not agree to any amended Terms and Conditions, please ask Blue Track Media to terminate your account immediately.
Blue Track Media, LLC reserves the right, in its sole discretion, to approve or deny membership applications to its network, as well as to deny particular services to existing or new Publishers, with or without cause. Memberships that have been approved by the Blue Track Media, LLC network shall be limited to the particular root URLs that a given Publisher has requested approval for. Blue Track Media, LLC retains the right to deny membership to its network on the basis of the primary language used on its website. Blue Track Media, LLC retains the sole discretion to decline membership or approval to any Website or Publisher for any reason it deems fit at any point in time without the offering of a justification or giving the Publisher any notice irrespective of whether or not the Website or Publisher was accepted at a previous time without assuming any liability.
The process of registering with Blue Track Media, LLC does not give any Publisher the right to advertise or market any or all of the Programs (as stated below) posted by Blue Track Media, LLC on behalf of its “Advertisers” or “Clients,” to its site. All potential Publishers shall only be acknowledged as Publishers when they receive Blue Track Media's official seal of approval which is usually via e-mail. Use of the site shall be restricted to Publishers who’ve received Blue Track Media’s approval. Blue Track Media, LLC retains the right to deny or withhold approval for any reason it deems fit.
All websites, (including those that are affiliated), and email lists (together referred to as the ‘Media’) will have to conform to the criteria listed below in order to be considered eligible for Blue Track Media’s official approval as a Publisher:
Payments due to Publishers will be cleared by Blue Track Media, LLC either on or around the 30th of each month for sums generated from the 1st -31st of the preceding month (Net30). Blue Track Media, LLC retains the right to make reduced payments to Publishers to compensate Advertisers for technical errors, events that aren’t valid, for the identification of errors, fraudulent leads and other such activities. Blue Track Media, LLC shall undertake to keep records of, calculate and make electronic deliveries of data necessary to compute the recompense owed to Publishers. Blue Track Media, LLC shall return to Partners excess amounts remaining in their accounts as a result of transactions made in the previous pertinent period. Blue Track Media, LLC shall be under no obligation to make payments of commissions prior to receiving payment from the concerned Merchant of the entire amount owed to Blue Track Media, LLC (together with all commissions due by such merchants to all other Merchant’s partners).
Blue Track Media, LLC will be in-charge of calculating all your payments and calculations made by Blue Track Media, LLC will be absolute and final. Questions related to payments made by Blue Track Media, LLC should be addressed to us within 7 days after you’ve received your payment. Failure to do so will be interpreted as accepted by a Publisher as accurate.
Payments shall be rendered in US Dollars. Checks shall not be issued for sums lower than $50 which is the “payment threshold.” Therefore, amounts due that are below the said Payment Threshold shall be accrued and rendered when they amount to a minimum of $50. Blue Track Media, LLC will not make payments of any sort for events scheduled prior to Program initiation or after its termination. Payments made to Publishers based on invoices generated will be in accordance with the events as they were reported by Blue Track Media, LLC. Blue Track Media shall not be held responsible or liable for losses incurred by Publishers either when events aren’t recorded due to the Publisher’s own error or when advertisers fail to make payments. Publishers will be required by Blue Track Media, LLC to submit a W-9 or other such information in order to receive payments. International users will need to submit a W-8 in order to receive payments from Blue Track Media, LLC.
Blue Track Media, LLC retains the exclusive right to terminate a publisher’s network relationship at any time it deems fit without offering a reason. The notification of such a termination shall be sent to the Publisher by email or other such public communication means and should be considered effective immediately. Publishers agree to stop serving Creative from BlueTrackMedia.com with immediate effect on receiving termination notice and must hasten to remove their websites from Blue Track Media’s html code. Blue Track Media, LLC shall render all outstanding payments at the time of termination to the Publisher in accordance with the payment schedule followed. If however, Blue Track Media, LLC finds evidence of conspicuous fraud in its server logs, publishers shall not be made any payments either towards past or future commitments.
Blue Track Media, LLC retains the right to deny affiliation to any Publisher. Blue Track Media, LLC shall refuse affiliation to all websites that cater to or contain content suited to adults. Blue Track Media, LLC refuses affiliations to websites that propagate, engage in or aid unlawful activities such as hacking, piracy, etc. Blue Track Media, LLC refuses affiliations to websites that are personal web pages, hosted by such free services as Geocities, etc, are still under construction and aren’t owners of their own domain. Websites whose web pages contain chat facilities, forums or discussion boards cannot make use of Blue Track Media’s advertisement codes. This agreement is rendered voidable by Blue Track Media, LLC with immediate effect if it comes to the light that Publishers have, in any way, failed to reveal, actively concealed or misrepresented themselves. Furthermore, Blue Track Media, LLC retains sole discretion to withhold its services from any website it considers inappropriate. Publishers are bound to make known to Blue Track Media, LLC any changes they’ve made to their existing website content in writing directly in order to ensure complete compliance with this arrangement. Blue Track Media, LLC desires that it be notified of such changes, to either design or content, well in advance. Notices can be addressed to Support@BlueTrackMedia.com or the specific affiliate manager assigned to you by Blue Track Media, LLC.
To meet Blue Track Media's eligibility requirements and become a Publisher on the Blue Track Media Network, your website must not contain content that in any way markets, promotes, aids or advocates or includes any of the below mentioned:
Websites must consist of content that is clear and licit and not just ads and a list of links. In addition, the website must exist for a substantial reason that’s separate from the purpose of earning money from third party and company advertisers. Each website must have a domain name of the second-level. What’s acceptable is a website address that reads yoursite.com. What isn’t acceptable is an address that reads, for example, geocities.com/yoursite. The website should be in the English language and shouldn’t contain content in any other foreign language, unless the language is mandatory, which then the Publisher will need to alert Blue Track Media, LLC. The website must be completely functional with no parts or sections under construction.
Publishers agree to secure against future loss and refrain from holding Blue Track Media, LLC , its affiliates, advertisers, employees, agents, officers, representatives of Blue Track Media, LLC and directors free of liabilities in the form of allegations, actions, claims, lawsuits, causes of action, obligations, damages, costs and expenditure (that includes free of limitations, witness fees, court expenses, court time while in-house and reasonable attorney charges) (referred collectively as “losses”) arising as a result of or due to the use by Blue Track Media, LLC of the publisher provided email list (that includes but isn’t restricted to the supposed infringements of the 2003 Can-Spam Act).
Publishers guarantee that they and their advertisers will strictly refrain from the sending of commercial emails to individuals that have asked to be removed from their e-mailing lists, thereby complying with the Can-Spam Act. Publishers comprehend that they not only stand to lose the revenue earned via their account and their Blue Track Media, LLC network membership if they continue to send emails to such individuals but that their Publisher account shall also be terminated with immediate effect. Publishers undertake to ensure compliance with all local, state-level and federal laws that may apply as well as anti-spam policies.
Publishers accept that no materials or campaigns created by Blue Track Media’s advertisers can be resold to agencies and brokers without clear written instructions from Blue Track Media, LLC . Publisher comprehends that violation of the above mentioned shall result in the loss of all revenue generated by his account as well as direct termination. Breaching or violating this provision renders the publisher and its online property liable for damages resulting from such a breach. If the Publisher is accepted as a "CPA Network," then that Publisher is allowed to re-broker the campaign, unless it says so.
Blue Track Media, LLC tracks the traffic each Publisher receives on a day-to-day basis. Publishers found engaging in fraud such as incentive based clicks (without the prior authorization of Blue Track Media, LLC in writing), fake clicks and misrepresentations shall be removed off the Blue Track Media network instantaneously and will forfeit their revenue. Any publisher that Blue Track Media, LLC suspects of fraud shall be temporarily be suspended while investigations are carried out. Website accounts that are flagged include the following:
Publishers who add clicks or leads by means of fraud or amplify clicks or leads by deceitful generation of traffic (for instance, through the prior population of mechanisms and forms that aren’t approved by Blue Track Media, LLC or through the usage of sites during various campaigns not approved by Blue Track Media, LLC) shall be subject to termination at the sole discretion of Blue Track Media, LLC and shall also forfeit their revenue or commission for all the programs involved. Publishers who’ve been informed of fraudulent activities taking place on their Media but fail to take immediate action to curb such activities shall be held responsible for bearing all the legal costs arising out of such illegal activities, in addition to the other solutions available to Blue Track Media, LLC . Furthermore, Publishers that have already received amounts towards illegal activities will have to yield to Blue Track Media’s sole right to seek compensation from revenue generated in the future or to demand that the publisher reimburse Blue Track Media.
Publishers may not make changes to Blue Track Media’s ad codes as they exist in the original format, without the consent of Blue Track Media, LLC. Publishers accept that Blue Track Media’s ad code shall be used by them to display Creative only ONCE on every page. Publishers may not place ad codes in emails. If the Publisher website has pages that contain chat rooms, discussion boards or forums, the publisher shall refrain from using Blue Track Media’s ad codes on such pages. Publishers shall refrain from modifying or altering, copying, selling, reusing, divulging or taking Blue Track Media’s computer code, except as prescribed to become a part of the Blue Track Media, LLC Network, after first receiving the approval of Blue Track Media, LLC. Publishers may be asked in certain circumstances to alter the Blue Track Media, LLC computer-code in order to insert a specific language that has be approved either above or below a Blue Track Media ad. All language approval requests should be addressed to Support@BlueTrackMedia.com.
Blue Track Media, LLC retains exclusive rights over all the campaign, website and combined data collected by Blue Track Media, LLC from web users. Publishers shall only have access to the campaign data they collect through their own inventory. Viewers or customers shall only be provided access to the web user data relating to the campaign they participated in.
Programs shall determine the eligibility or validity of a lead based on the “Lead requirements” assigned to each, details of which can be found in the section named “Campaign details” which is a part of Blue Track Media’s website. Payments by Blue Track Media, LLC will only cover net or Billable leads which is the resulting sum after returned and invalid leads have been deducted from the gross total. All leads that fail to meet Blue Track Media’s requirements shall be considered “invalid leads.” These include but aren’t restricted to leads that aren’t don’t provide complete data, fail to meet filter specifications, are in an incorrect format or fail to meet the necessary postal, email and phone validations, and invalid credit card submissions. Those leads that meet requirements but fail the user verification process or provide inaccurate or incomplete data are termed “returned leads.” Such leads include, but aren’t restricted to, those that contain phone numbers or addresses that can’t be verified, those registrants that “unsubscribe” before they’re contacted, those that are on the “Do Not Call” list, those that are listed under “Didn’t request this information” or those leads that appear twice in an advertiser’s database. Invalid leads shall be tracked by the Blue Track Media, LLC system of lead processing. Returned leads shall be tracked by advertisers. Billable leads will be calculated by Blue Track Media around the 15th of the following month (or later) and shall be posted on Blue Track Media’s site when they’re available. In accordance then, all stats and data related to Billable leads that are posted to the website while the program is current should be considered as preliminary and shall be modified or adjusted as per the conditions detailed here.
Publishers accept that lead collection is undertaken for the sole benefit of Blue Track Media, LLC and its advertisers. In accordance then, Publishers, apart from furnishing leads to Blue Track Media, LLC to be delivered to the advertisers, shall strictly refrain from endeavors to monetize, sell, assign, use or transfer leads for their own benefits. Lead rights, titles and interest shall lie solely with Blue Track Media, LLC and its advertisers.
Publishers take the responsibility to ensure that the contact details they furnish Blue Track Media, LLC for payment purposes are always accurate. Information appearing on the payment profile shall be updated by the end of the month so it reflects in the ensuing payment. Publishers shall use their accounts to update their payment profiles online. Blue Track Media, LLC shall not be liable to pay any service or bank fees that result from cancellation or return of payments to Publishers as a result of incorrect payment information. The publisher assumes liability and agrees to have the amount deducted by Blue Track Media, LLC from its repayment.
In the event that Blue Track Media, LLC notices a previous or current engagement of a third party publisher in fraudulent generation of traffic and other such illegal activities, Publishers agree to immediately end their relationship with the third party publisher involved, as it pertains to the participation of the third party publisher on Blue Track Media’s network. In the event that publishers fail to terminate relationships with third party publishers that have been engaging in or have already engaged in fraudulent activities, within the span of 12 hours after notification from Blue Track Media, LLC , Blue Track Media retains the right to terminate with immediate effect its relationship with the publisher who shall also forfeit all pending payments, apart from other remedies as seen fit by and available to Blue Track Media, LLC . Furthermore, if Blue Track Media, LLC ascertains the previous or current engagement in of fraudulent activities or conduct that is prohibited, by a third party publisher,Blue Track Media, LLC , in its sole discretion retains the right to withhold and recalculate the amount due to the publisher. To make it absolutely clear,Blue Track Media, LLC , retains the exclusive right to withhold or recalculate pending payments to Publishers, in the event that third party publishers engage in or have already engaged in conduct that’s illegal and prohibited, regardless of whether or not the publisher was aware of or took part in the said conduct.
All parties entering into this agreement shall be deemed independent contractors and shall act accordingly. Entering into this agreement does not comprise or give rise to the establishment of an employer-employee or franchiser-franchisee relationship, neither a joint venture, nor partnership of any sort or representation among the parties and all parties involved admit that no prior relationships of any sort exist or make it possible for the creation of any of the above mentioned forms of relationships. None of the parties shall assume responsibility or authority or create obligations and responsibilities of any sort by representing another party or acting on its behalf except in certain circumstances when written agreement, duly signed by the parties involved is provided.
Parties accept that this agreement is binding and shall inure to the advantage of all parties involved, the subsidiaries of each party, and each party’s assigns and heirs, so long as each party accepts that neither of the parties have the right to assign all or any of the rights and privileges described under without first securing written agreement from the other party, except in circumstances such as, but not limited to acquisitions or mergers, when ownership is succeeded, of the bulk or entirety of the assets owned by the assigning party, and the concerned successor agrees in writing to adhere to and fulfill all the terms and conditions of such an agreement, as they’ll be carried out by the party assigning the rights. All assignments not in adherence with the procedure detailed above shall be deemed null and void.
Blue Track Media, LLC shall be held harmless and shall be indemnified against any losses incurred by the publishers on account of violation of warranty, other obligations or violation of terms and conditions detailed herewith. The same shall apply in case of losses incurred by the publishers for violating or misrepresenting or breaching any obligations to one or more other parties.
Blue Track Media, LLC shall not be held responsible for any losses or damages incurred by publishers that are direct or indirect, consequential, incidental, or special, on the basis of any sort of claim (covering but not restricted to tort ot contract including such particulars as warranty, liability, or negligence) irrespective of whether or not Blue Track Media, LLC has been advised of such possibility. Under no circumstance shall Blue Track Media's liability exceed the monetary equivalent of the current advertising campaign.
All parties accept and acknowledge that they have the independent authority to enter into agreement with Blue Track Media, LLC and adequate rights to issue licenses as detailed here, also that the publisher shall in no way impinge on the patent, trademark, copyright or other such intellectual property rights and ownership of third parties while providing material for display purposes to other parties.
In the event that any portion of this agreement should prove to be illegal, ineffectual or non-enforceable, for whatever reason, it shall not bear upon the validity of the remaining provisions thereof.
Neither party shall bear liability or be considered to have defaulted or breached this agreement in failing to fulfill or perform the provisions outlined herewith or for the delay caused in doing so if that failure or inability to perform or reason for delay is beyond the party’s control or influence and arises out of but isn’t limited to the following – failure of technology (networks and communication systems), civil unrest, riots, embargoes, acts of war, war, lockouts, acts of terrorism, labor disruptions, strikes, floods, fire and other acts, delays and omissions resulting from governmental red-tape or delays by the other party, so long as the party experiencing the specific issue makes all efforts possible commercially to remove or get past such blockades to performance and fulfillment of agreement provisions and shall undertake to ensure that reasonable and sustained efforts are maintained to ensure dispatch at the first opportunity available upon the removal of the cause or causes for the delay. Both parties are held responsible for making the other aware of the delay or failure of performance resulting from force majeure through written communication. Both parties shall then work together to seek solutions to the said situation to end the delay or non-performance as mentioned above.
This agreement shall be deemed complete and binding and shall supersede all previous agreements and provisions entered into by both parties, with the provisions that constitute this agreement as detailed herewith. Blue Track Media, LLC retains the exclusive right to make amendments to the terms and conditions and Publishers are advised to review Blue Track Media’s terms and conditions regularly. If amended, the terms are effective immediately and the publishers might be contacted by Blue Track Media, LLC, but aren't promised. If the publisher disagrees with the amended terms, they should contact Blue Track Media, LLC immediately.
The agreement detailed herewith shall be regulated and interpreted by the laws of the State of Texas irrespective of conflicting law provisions therefrom. Publishers accept that all actions bearing on this agreement shall be brought by them to the state or federal courts located in Denton County, Texas, and that they shall submit to the jurisdiction of the aforementioned courts.
This agreement inclusive of all appendages which have been integrated herein by allusion, comprises the agreement in its entirety between the involved parties with regard to the substance or content discussed here, and replaces all previous and contemporary understandings and agreements, whether verbal or written, with respect to the given subject matter. Such sections as are found applicable shall continue to hold true beyond the expiration or premature termination of the agreement hereof. No provision or section of this agreement shall be construed or shall constitute the formation of a partnership or any sort of joint venture between the concerned parties and neither of them – Blue Track Media, LLC or the Publisher – shall represent the other as an agent for any matter except for the provisions specified herewith. Neither of the parties shall be held liable or responsible to the other for non-performance or delays in performance due to circumstances beyond their control, such as, but not restricted to, natural acts, disturbances and disputes caused by labor, the inability to procure materials or the shortage of it, or rationing, government regulations, acts of war, riots, the failure of communication systems or utilities or casualties. If a party fails to enforce any or all provisions mentioned hereunder shall not constitute a waiver of such enforcement in a future period of either one or all of the provisions. Provisions stated herewith shall only be modified or amended when both parties sign the written statement constituting the alteration. Under the circumstances that a court of law deems any of the stated provisions of this agreement unenforceable, the provision shall apply to the utmost extent allowed in order to affect the intentions of the concerned parties, and all other portions of the agreement shall continue to hold true and remain in effect. The sub-titles used hereunder are meant for easy reference and they must not be used to represent any facet of this agreement. Apart from conditions that are negotiated and authenticated singly by this agreement, those terms that automatically come into play via the interactive usage of the Blue Track Media, LLC website and Publisher interface, are specifically and clearly bound by the agreement detailed herewith.
Publishers are prohibited from making known any specifics related to Creatives, Campaigns and its relationship with Blue Track Media, LLC and/or its customers, including but not limited to press releases and materials used for promotional endeavors, without first receiving written permission to do so from Blue Track Media, LLC. Blue Track Media, LLC retains the sole right to look up or reference its work and relationship with the publisher for reasons of marketing or promotion. All press releases as well as announcements made to the public shall only be engaged in upon the mutual agreement of both Blue Track Media, LLC and the publisher.
In the event that a Publisher fails to or denies responsibility towards performance, or violates provisions or engages in fraudulent activities aimed at Blue Track Media, LLC, Blue Track Media, LLC shall exercise its sole rights to withhold pending payments and seek appropriate legal redress to recoup its losses and damages.
Audits: The right and responsibility of calculating Publisher revenues, including the number of click-through generated as well as the number of Impressions is vested solely with Blue Track Media, LLC. If the Publisher disagrees with the accuracy of the calculations, they shall be responsible for written notification of the same to Blue Track Media, LLC, within a span of 2 days. Blue Track Media, LLC shall either render an explanation to the publisher or make adjustments, either of which shall be deemed binding and final.
The right to make amends or changes to this agreement, at any time it deems fit, shall be vested with Blue Track Media, LLC which may notify the publishers but aren’t bound to do so.
Blue Track Media, LLC shall be reimbursed for the expenses and costs it incurs towards the payment of attorney fees and fees to other professionals, as well as other collection expenditure, and an interest rate of 2% each month, prior to judgment, or the amount equivalent to the current maximum legal fee, whichever is lower, for any legal action with regard to and arising from this agreement, as a result of purposeful misconduct or gross negligence on Your part, or that arises from Your violation of this agreement.
The Waiving of any provision in this agreement hereof by either Blue Track Media, LLC or the Publisher shall not constitute the waiver of a preceding or subsequent violation of either the same or any one of the other provisions detailed herewith.
The Ability to enter into contractual agreement:
By entering into this agreement, the publisher guarantees that the publisher (or the authority representing him) has attained at the least, 18 years of age, and that there are no licit reasons prohibiting the publisher from entering into such a binding agreement.
BLUE TRACK MEDIA, LLC PROVIDES THE SITE AND ITS SERVICES ON AN “AS IS” AND “AS AVAILABLE” BASIS AND ALL WARRANTIES, EXPRESS AND IMPLIED, ARE DISCLAIMED TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW (INCLUDING, BUT NOT LIMITED TO, THE DISCLAIMER OF ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, INTELLECTUAL PROPERTY AND/OR FITNESS FOR A PARTICULAR PURPOSE). IN PARTICULAR, BUT NOT AS A LIMITATION THEREOF, BLUE TRACK MEDIA, LLC MAKES NO WARRANTY THAT: (A) THE SITE AND/OR ANY PRODUCTS AND/OR SERVICES THAT YOU MAY APPLY FOR THROUGH THE SITE WILL MEET YOUR REQUIREMENTS; (B) THE SITE AND/OR ANY PRODUCTS AND/OR SERVICES THAT YOU MAY APPLY FOR THROUGH THE SITE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE WILL BE ACCURATE OR RELIABLE. THE SITE MAY CONTAIN BUGS, ERRORS, PROBLEMS OR OTHER LIMITATIONS. WE WILL NOT BE LIABLE FOR THE AVAILABILITY OF THE UNDERLYING INTERNET CONNECTION ASSOCIATED WITH THE SITE AND/OR BLUE TRACK MEDIA, LLC NETWORK. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM BLUE TRACK MEDIA, LLC OR OR OTHERWISE THROUGH THE SITE, ANY AFFILIATE AND/OR ANY ADVERTISER, SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE AGREEMENT.
Any Creative Materials made available from or through the Site are or may be subject to United States export controls. No such Creative Materials from the Site may be downloaded or otherwise exported or re-exported: (a) into (or to a national or resident of) Cuba, Iran, Iraq, Libya, Sudan, Syria, North Korea or any other country to which the United States has embargoed goods; or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Commerce Department’s Table of Denial Orders (each, a “Restricted List”). By using or downloading any Creative Materials from the Site, you are warranting that you are not located in, under the control of, or a national or resident of, any such country or on any Restricted List.
37. Contact Information:
Blue Track Media, LLC can be contacted by using the contact form located here: http://bluetrackmedia.com/?page=contact