TERMS AND CONDITIONS
ADVERTISING SPONSORED LISTINGS USAGE TERMS AND CONDITIONS
ARWebsolutions, Inc. dba MakeupTalk.com Advertising’s Sponsored Listings Service (“Sponsored Listings”) provides Advertisers and Agencies with the ability to target banner ad creative advertisements on the ARWebsolutions, Inc. dba MakeupTalk.com website. By entering information into this online interface and clicking “I agree”, Advertiser and/or Agency agrees to these terms and conditions (the “Sponsored Listings Terms and Conditions”), as well as any referenced specifications and policies, and agrees to be bound by them.
The terms set forth in this Agreement shall be withheld and not deviated from. All Advertising Campaigns will be governed by the laws of the State of California. Ad Impressions will not be guaranteed nor specified in the Advertising Campaign, which is defined as any web site, product, service, or site owned, operated, distributed, or authorized to be distributed by or through ARWebsolutions, Inc. dba MakeupTalk.com Inc., ARWebsolutions, Inc. dba MakeupTalk.com Advertising Inc., or any ARWebsolutions, Inc. dba MakeupTalk.com affiliate worldwide, including any third party interactive site(s) on which ARWebsolutions, Inc. dba MakeupTalk.com distributes or is authorized to distribute Advertisements. When you purchase advertising on ARWebsolutions, Inc. dba MakeupTalk.com, you agree to adhere to the terms and conditions of this agreement. If an Agency is signing this Agreement with no Agency representation, all references in this Agreement and the Standard Terms to “Agency” will be deemed to mean Advertiser. To the extent that the following terms conflict with the Standard Terms, the terms hereunder shall govern.
In consideration of the conditions and mutual covenants contained herein, ARWebsolutions, Inc. dba MakeupTalk.com Advertising and Agency hereby agree to the following additional terms and conditions.
Payment and ad term is assessed on “flat fee” basis only and not based on:
- banner impressions
- click through rates
Agency agrees to pay(up front) all applicable charges under this Agreement, including any applicable taxes or charges imposed by any governmental entity up front for any campaigns. Ads will be served on ARWebsolutions, Inc. dba MakeupTalk.com Network. Agency acknowledges that ARWebsolutions, Inc. dba MakeupTalk.com Advertising may change the pricing for ads at any time and a different price might be charged for renewals. Agency shall be responsible for prices and changes to ad prices which Agency has authorized by either verbal or written means. In addition, Agency agrees and acknowledges that if Agency has a prepaid amount in its account and elects to purchase an Advertisement that is more than the prepaid amount, Agency may incur a negative balance which Agency will be responsible for paying immediately. Charges shall be calculated solely based on invoicing records maintained by ARWebsolutions, Inc. dba MakeupTalk.com Advertising for purposes of billing. No other measurements or statistics of any kind shall be accepted by ARWebsolutions, Inc. dba MakeupTalk.com Advertising or shall have any effect under this Agreement. ARWebsolutions, Inc. dba MakeupTalk.com Advertising disclaims any representation or warranties, express or implied, regarding the validity of clicks on any Ads, and Agency will not hold ARWebsolutions, Inc. dba MakeupTalk.com Advertising responsible for any clicks on any Ads, regardless of the source, nature, purpose or intent of the clicks. In the event that Agency believes that clicks on Agency’s Ads are the result of fraudulent activity, ARWebsolutions, Inc. dba MakeupTalk.com Advertising shall work in good faith with Agency to investigate and resolve any disputes around any possible fraudulent activity. If in ARWebsolutions, Inc. dba MakeupTalk.com Advertising’s sole discretion Agency’s credit is or becomes unsound or insufficient; or if Agency exceeds the credit limits established by ARWebsolutions, Inc. dba MakeupTalk.com Advertising; or if payment cannot be charged to Agency’s credit/charge/debit card for any reason; or if there is a chargeback for any reason or if Agency’ financial institution does not honor Agency’s check for payment, (i) ARWebsolutions, Inc. dba MakeupTalk.com Advertising may demand immediate payment for all outstanding balances due pursuant to this Agreement and any other agreement between the parties, and Agency agrees to pay all outstanding charges upon such demand; (ii) ARWebsolutions, Inc. dba MakeupTalk.com Advertising may terminate Agency’s account in whole or in part, including removal of the Ads; and (iii) ARWebsolutions, Inc. dba MakeupTalk.com Advertising will assess a fee of $25 for any returned checks, declined cards, or chargeback requests on Agency’s account.
2. Advertising Guidelines.
Agency agrees and acknowledges that in order for ARWebsolutions, Inc. dba MakeupTalk.com Advertising to maintain the integrity of the Service, Agency is subject to these Terms and Conditions as well as the terms and conditions in the Agency Guidelines as published on ARWebsolutions, Inc. dba MakeupTalk.com Advertising’s Website at which are incorporated into these Terms and Conditions by reference and which may be modified by ARWebsolutions, Inc. dba MakeupTalk.com Advertising at any time. Agency is solely responsible for knowing the content of the Agency Guidelines. ARWebsolutions, Inc. dba MakeupTalk.com Advertising may, in its sole discretion, reject, cancel or remove at any time any Advertisement from the Service for any reason without prior notice to the Agency. ARWebsolutions, Inc. dba MakeupTalk.com Advertising will notify the Agency following the rejection, cancellation or removal of any Advertisement from the Service and shall refund a prorata share of the amount paid to ARWebsolutions, Inc. dba MakeupTalk.com Advertising, if applicable, to display the Advertisement based on the percent of the campaign delivered during the Contract Period. ARWebsolutions, Inc. dba MakeupTalk.com Advertising will not be liable in any way for any rejection, cancellation or removal of any Advertisement. ARWebsolutions, Inc. dba MakeupTalk.com Advertising does not guarantee any impression or click delivery. Agency may not receive any impressions or clicks if there are more Agencies or advertisements than display positions or if the Advertisement does not meet applicable click-through or relevancy thresholds. Additionally, Agency understands and acknowledges that Advertisements for the following categories of goods and/or services: Dietary Supplements and Free Products or Services shall adhere to the following FTC guidelines found at http://www.ftc.gov/bcp/guides/free.htm and http://www.ftc.gov/bcp/edu/pubs/business/adv/bus09.shtm.
3. The Term
The term of the advertising purchased, is deemed as 30-day length, unless specified differently under the description of the ad being purchased. The advertising term doesn’t start until the payment and the creative is received, as specified in the ad purchased, by ARWebsolutions Inc, dba Makeuptalk.com from the agency.
4. Modification and Operation of the Sponsored Listings Online Interface.
ARWebsolutions, Inc. dba MakeupTalk.com Advertising reserves the right to redesign or modify the organization, structure or “look and feel” of this online interface at any time without notice. THE SERVICE IS MADE AVAILABLE “AS IS” AND WITHOUT ANY WARRANTIES, REPRESENTATIONS OR GUARANTEES OF ANY KIND, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE SERVICE, OR THE FUNCTIONALITY, PERFORMANCE OR RESULTS OF USE THEREOF, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR OTHER WARRANTIES ARISING BY USAGE OF TRADE, COURSE OF DEALING OR COURSE OF PERFORMANCE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, ARWebsolutions, Inc. dba MakeupTalk.com ADVERTISING DOES NOT WARRANT OR GUARANTEE THAT THE SERVICE OR OPERATION THEREOF WILL BE UNINTERRUPTED OR WILL MEET ADVERTISER’S REQUIREMENTS.
Last updated: August 1, 2014