adagency1 offers representation to high quality Internet websites in English. Only websites that are professionally designed and include useful content will be accepted as Publishers. Not all websites are accepted into our elite network. Those sites that are accepted are entering into a business relationship with adagency1 and are agreeing to the terms and conditions within this document.

Advertising model

adagency1 has been designed to utilize cost-per-impression (CPM) advertising model. Publishers are paid a fractional amount when a banner is shown to a visitor. Banner views are aggregated on into groups of one thousand impressions and Publishers are paid for each one thousand banners are shown.

Payment

We pay Net 60 days via moneybookers.com. If you accumulate at least $10 in your account at the end of the month, you will receive your payment within 60 days.

adagency1 reserves the right to withhold payment to any Publisher's site that exhibits questionable impressions related activity. adagency1 has developed a multi-tiered system to monitor all Publishers and highlight those with questionable activity.

Banner Ad Space Location

Publishers must place an advertiser's banner on the upper third of each page.

Multiple Pages

Publishers may place the adagency1 code on all appropriate pages within an approved website/domain.

Code Integrity

Publishers may not alter adagency1 code

Banner Statements

Making statements near advertiser's banners requesting that visitors "click" on the banner is not allowed.

Approved Websites

Publishers agree to place banner code only on websites that have been pre-approved by adagency1. adgency1 has developed advanced anti-fraud system in existence. Publishers applying to join the network with the intent to generate fraudulent views should be advised that the system will detect and document all fraudulent activity. Fraud may result in non-payment, removal from the network, and/or additional legal action. adgency1 reserves the right to require Publishers to provide server log files upon request.

Automated and forced click-throughs

Autospawning of browsers, automatic redirecting of users, or any other technique of generating "automated" click-throughs is strictly prohibited. It is also prohibited to require users to click on the advertiser's banner before entering any area of a website, or to provide incentives of any kind to induce or require users to click on advertiser's banners.

SPAM

Publishers may not use unsolicited e-mail or inappropriate newsgroup postings to promote a website. Publishers may not encourage visitors to click on the advertiser's banners in any way including e-mail, newsgroup postings, and/or chat sites.

Right of Refusal

• Minimum of 15,000 impressions per month
• Sexual content
• Profanity
• AutoSurf type programs
• Hate speech or references
• References to software piracy ('warez', 'cracking', etc.)
• References to 'hacking' or 'phreaking', etc.
• Potentially illegal MP3 files
• Any illegal activity of any kind
• Personal web pages
• Non-English language web pages
• Free web pages (GeoCities, Tripod, etc.)

Cancellation

adagency1 reserves the right to deactivate a Publisher's account at any time, for any reason, effective immediately upon sending an electronic message to the e-mail address provided by that Publisher. Should adagency1 exercise it's rights pursuant to this section (Cancellation), Publisher shall be entitled to receive payment for any Impressions and/or Click-throughs delivered up to and including the date of cancellation, as long as Publisher's earnings equal the Minimum Payment Threshold defined in these Terms and Conditions at the date of cancellation and if Publisher has not had illegal activity up to this point.

Content Copyright

Publishers guarantee that all content on their site is legal to distribute and that they own or have the legal right to use and all copyrighted material.

Non-Competition

adagency1 has proprietary relationships with the advertisers that advertise on the adagency1. During the term of the Publisher's inclusion in adagency1 and for a period of twelve (12) months after cancellation of Publisher's account, Publisher agrees not to solicit, induce, recruit or encourage, directly or indirectly, any advertiser that the Publisher knows, or has reason to know, is a current advertiser on the adagency1, or has advertised on the Publisher's Web site through adagency1 during the twelve (12)-month period prior to the acceptance of Publisher to adgency1, for the purpose of offering to such advertiser products or services that compete with those of adagency1, including, without limitation, the placement or Publishering of advertising. If such an advertiser presents an unsolicited offer of products or services that compete with those of adagency1, Publisher will grant adagency1 a right of first offer to match any unsolicited offer and will accept adagency1's offer. Publisher acknowledges and agrees that a breach of its obligations under this Non-Competition provision would cause actual damages to adagency1 that are difficult or impracticable to determine. Accordingly, notwithstanding anything to the contrary herein and without limiting other remedies available to adagency1, in the event of a breach by Publisher of this Non-Competition provision, Publisher shall pay to adagency1 an amount of $50,000, which amount reflects a reasonable estimate of adagency1's damages for such a breach.

Automatic Renewal

This contract shall be automatically renewed for successive periods and may be canceled immediately by either party at any time by notification in writing via e-mail. To cancel an account please e-mail adagency1.

Indemnification

Publishers agree to indemnify and hold adagency1 harmless from and against any and all claims, demands, liabilities, expenses, losses, damages or attorney fees arising from any and all claims and lawsuits for libel, slander, copyright, and trademark violation as well as all other claims resulting from a Publisher's or advertiser's web pages.

Modifications

adagency1 reserves the right to change the Publisher terms and conditions at any time. Publishers are responsible for complying with any new rules posted here within 10 days of the date changes are posted. Publishers should contact us with questions about the interpretation of any terms set forth in this agreement. For special circumstances, modifications to these rules may be made if approved via e-mail.

ALL PUBLISHERS MUST COMPLY COMPLETELY WITH ALL THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT. adagency1 RESERVES THE RIGHT TO WITHHOLD PAYMENT FROM ANY PUBLISHER THAT VIOLATES ANY OF THESE TERMS.