Terms & Conditions

Advertiser Terms and Conditions

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PLEASE READ THE FOLLOWING TERMS AND CONDITIONS IN FULL AND VERY THOUROUGHLY PRIOR TO REGISTERING AS AN ADVERTISER OF CRYPTOKLIX represented by Animotion SL

The following Terms and Conditions are entered into by and between CRYPTOKLIX represented by Animotion SL, (hereinafter called “CRYPTOKLIX”) and you (hereinafter called “advertiser”), and shall govern the placement and delivery of advertising that you implement in the CRYPTOKLIX platform and as may be set forth in any applicable Insertion Orders (“IO”).

1. CRYPTOKLIX provides you, as the advertiser, with the ability to post ads for distribution through the CRYPTOKLIX adserver and network, and which are, as defined herein, subject to your compliance with the terms and conditions of this agreement. By enrolling as an advertiser, the advertiser, its agents, representatives, employees and any other person acting on its behalf are bound to this agreement when using the CRYPTOKLIX network and ad server.

2. The CRYPTOKLIX network is defined as various third party publishers that may be authorized by CRYPTOKLIX to post ads on or through websites, newsletters and/or applications that they control. Publishers are paid a commission based on revenue generated from the advertiser's campaigns.

3. Upon accessing the CRYPTOKLIX network or participating, registering, and/or enrolling in the program, the advertiser agrees to accept and pay for, and CRYPTOKLIX agrees to provide, the services identified and set forth in the Agreement. CRYPTOKLIX's exclusive obligation is to distribute advertising campaigns (“campaigns”) consisting of advertisements provided by the advertisers within the CRYPTOKLIX network, in accordance with this Agreement. The advertiser will, at its sole cost and expense, create and deliver all advertisements to CRYPTOKLIX prior to publication. The parties understand and agree that the advertiser is the sole owner of any and all intellectual property rights associated with any ads provided by the advertiser. CRYPTOKLIX does not guarantee that the ads will be available or displayed, will not be required to publish any ad and may refuse or stop publication of any ad at any given time for any reason in its sole discretion. CRYPTOKLIX's failure to reject or cancel any ad shall not be construed as an acceptance of the ad, nor shall it negate other provisions of the Agreement, specifically with respect to liability. CRYPTOKLIX's policies, specifications and/or recommendations with respect to ads should not be construed as legal advice, or as sufficient guidelines to ensure that such ads comply with applicable law. CRYPTOKLIX does not represent or warrant that the ads, or such policies, specifications and/or recommendations associated with the ads, are legally compliant or appropriate. CRYPTOKLIX assumes no obligation and hereby disclaims any liability for the advertiser's use of the ads or the advertiser's reliance on any such policies, specifications and/or recommendations. The advertiser should consult with its legal counsel and/or other professional advisors before utilizing any ads or act on any policies, specifications and/or recommendations as provided by CRYPTOKLIX. The advertiser is solely responsible for the content of the ads. CRYPTOKLIX shall not be responsible for the advertiser's website(s) including, but not limited to, content, maintenance of the advertiser's website(s), order entry, customer service, payment processing, shipping, cancellations or returns. The advertiser warrants and represents that:
(a) it has all right, title and interest in and to the ads;
(b) it has authorization for the use of all testimonials, images and endorsements placed on the ads and acknowledges that CRYPTOKLIX reserves the right to request proof of such authorization;
(c) the use of the ads by CRYPTOKLIX and its publishers as contemplated and authorized hereunder will not infringe on any copyright, patent, trademark, trade secret or other proprietary rights or right of publicity or privacy; and
(d) all ads are in compliance with all applicable laws, regulations and ordinances (“Laws”) of the country of Spain and any other jurisdiction in which the advertiser conducts business.

4. The positioning of the ads within the CRYPTOKLIX network is at the sole discretion of CRYPTOKLIX and its publishers. CRYPTOKLIX does not guarantee that your ads will be available through any specific part of the CRYPTOKLIX network, when your ads will run and/or the placement and positioning of your ads.

5. Ads in Cost per Click (CPC) campaigns will be generally displayed across the exchange and will be available to affiliates based on bids submitted for each campaign by the advertiser on a cost per click basis. All requested URL links, category choices, and bids are subject to CRYPTOKLIX's approval. CRYPTOKLIX reserves the right to reject, cancel or remove any ad, URL link, category selection(s), terms, descriptions and bids at any time for any reason in its sole discretion. CRYPTOKLIX does not guarantee that the ad will be available or displayed and the advertiser understands that CRYPTOKLIX reserves the right to not place an ad.

6. The advertiser shall be responsible for all charges incurred for traffic ordered by the advertiser as set forth in the advertiser's online account on the CRYPTOKLIX adserver. The advertiser shall pay all charges in EURO or in such other currency as agreed to in writing by the parties. CRYPTOKLIX may also elect to submit an invoice to the advertiser for the total fees and charges associated with the advertiser's applicable offers in accordance with the payment model outlined below, and the applicable compensable events.

7. CRYPTOKLIX network is based on prepayments. All refunds if any are at the sole and absolute discretion of CRYPTOKLIX and are subject to an administrative handling fee of an amount not to exceed €1000. Any funds still left on deposit over one year after the advertiser has terminated activity on CRYPTOKLIX shall be forfeited to CRYPTOKLIX. Advertising Budget Advertiser must prepay its advertising budget through credit card, wire transfer, PayPal, PayPal Auto-Recharge, cryptocurrencies or Webmoney – see a full list in your CRYPTOKLIX account. The advertiser shall pay all charges according to the currency set up in the CRYPTOKLIX backend. By using the PayPal Auto-Recharge payment option the advertiser can pay its advertising budget using PayPal and have its account with CRYPTOKLIX automatically recharged. In this case, the advertiser allows PayPal and CRYPTOKLIX to debit/recharge the amount chosen by the advertiser every time its account falls below 20% of the auto recharge amount that the advertiser has set from its PayPal account or from credit card(s), bank account(s), or other allowed payment method(s) linked to its PayPal account (PayPal funding sources). The account may be recharged a maximum of 2 times per day. It is the advertiser's responsibility to keep its PayPal account and PayPal funding sources current and funded, and its PayPal account backed by a valid credit card. The advertiser agrees that if the transaction is returned unpaid, it will pay a service charge of 30 EUR/USD or the maximum amount allowed by law, which may be debited from its PayPal account or PayPal funding source. The advertiser can disable this option at any time by contact the CRYPTOKLIX support. All charges are exclusive of taxes. The advertiser is responsible for paying all taxes, government charges, and reasonable expenses and attorney's fees CRYPTOKLIX incurs collecting unpaid amounts. Charges are solely based on the CRYPTOKLIX network platform measurements, unless otherwise agreed to in writing. Nothing in these terms or an insertion order may obligate CRYPTOKLIX to do credit to any party. The advertiser acknowledges and agrees that any credit card and related billing and payment information that the advertiser provides to CRYPTOKLIX, may be shared with companies who work on CRYPTOKLIX's behalf, solely for the purposes of checking credit, effecting payment to CRYPTOKLIX and servicing the advertiser's account. CRYPTOKLIX reserves the right to withhold deposit or charge the advertiser's account due to any breach of this Agreement by the advertiser.

8. The advertiser shall submit any and all claims and disputes in writing to CRYPTOKLIX within ten (10) days after month's end or seven (7) days after the invoice date, whichever is earlier, time being of the essence. Any claims and disputes must be concurrently supported by commercially reasonable documentation that corroborates the advertiser's allegations, as determined by CRYPTOKLIX in its reasonable discretion. The advertiser's failure to timely submit a claim or dispute and to provide commercially reasonable corroborating documentation within ten (10) days after month's end or seven (7) days after the invoice date (whichever is earlier) shall operate as an irrevocable waiver and related charges shall be considered final and binding.

9. The failure by the advertiser to make timely payment shall constitute a material breach. The advertiser is responsible for all reasonable charges incurred by CRYPTOKLIX in collecting such amounts due plus interest.

10. You agree that you will not alter the pixel or remove or alter the location of the pixel or other tracking methods deployed by CRYPTOKLIX (“Pixel”) to track leads. If you disrupt, interfere, or disable the tracking system, you will be obligated to pay CRYPTOKLIX for all actions, based upon the historical earnings per click, to have been generated during the period of disruption. The Aavertiser shall place CRYPTOKLIX's pixel on a unique confirmation page that does not contain the pixel or tracking method of any other third party. If you place CRYPTOKLIX‘s pixel on the same page as a third party's pixel or tracking method, you will be obligated to pay CRYPTOKLIX based upon each firing of the CRYPTOKLIX pixel (based upon CRYPTOKLIX's tracking logs) regardless of any payment made to any third party for the subject action in reliance on any other pixel and/or tracking method appearing on the same page.

11. The advertiser acknowledges and agrees that CRYPTOKLIX shall not be liable for any instances of fraud on the part of end-user consumers and the advertiser agrees to pay CRYPTOKLIX in full for all services performed under the Agreement regardless of consumer fraud. The advertiser shall not be liable for actions that are the result of publisher fraud; however, without definitive proof of fraud as determined by CRYPTOKLIX, the advertiser agrees to pay CRYPTOKLIX in full for all services performed under the Agreement.

12. The advertiser recognizes that CRYPTOKLIX has proprietary relationships with CRYPTOKLIX publishers. The advertiser agrees not to knowingly circumvent CRYPTOKLIX's relationship with such publishers, or otherwise directly or indirectly obtain services similar to those performed by CRYPTOKLIX or such publishers hereunder, from any publisher that is known, or should reasonably be known, by the advertiser to have such a relationship with CRYPTOKLIX. The advertiser shall not solicit the publishers of CRYPTOKLIX, nor shall the advertiser use or attempt to use reverse engineering or tracing of publisher traffic as a means to solicit and/or identify CRYPTOKLIX's publishers.

13. For the term of the Agreement, the Aavertiser hereby grants to CRYPTOKLIX and CRYPTOKLIX's publishers and partners a non-exclusive, royalty-free, worldwide license to: use, perform and display all ads delivered hereunder in accordance with the terms of the Agreement; and use all associated advertiser intellectual property in connection therewith. Title to and ownership of all intellectual property rights of all ads and associated advertiser intellectual property shall remain with the advertiser or its third-party licensors.

14. The advertiser agrees to defend, indemnify and hold harmless CRYPTOKLIX and its publishers from and against any and all damages, liabilities, costs and expenses incurred as a result of any claim, judgment or proceeding relating to or arising out of: The advertiser‘s breach of the Agreement; the content of the ads and any and all claims made therein or the products, services or content linked to from the ads. CRYPTOKLIX agrees to defend, indemnify and hold harmless the advertiser from and against any and all losses incurred as a result of a claim, judgment or proceeding relating to or arising out of CRYPTOKLIX's breach of the Agreement.

15. Each party represents and warrants to the other party that:
(A) It has the full corporate right, power and authority to enter into the agreement, to grant the licenses granted hereunder and to perform the acts required of it hereunder;
(B) The execution of the agreement by it and the performance of its obligations and duties hereunder, do not and will not violate any agreement to which it is a party or by which it is otherwise bound; and
(C) When executed and delivered, the agreement will constitute the legal, valid and binding obligation of each party, enforceable against each party in accordance with its terms.

16. CRYPTOKLIX services and the results generated therefrom are provided on an “as is” and “as available” basis, without any warranty of any kind and without any guarantee of continuous or uninterrupted display or distribution of any ad. In the event of interruption of display or distribution of any ad, CRYPTOKLIX'S sole obligation will be to restore service as soon as practicable. Except as stated herein, CRYPTOKLIX disclaims all warranties of any kind, whether express or implied including, but not limited to, the implied warranty of merchantability or fitness for a particular purpose and implied warranties arising from course of dealing or course of performance.

17. “Confidential Information” means any information disclosed to you by CRYPTOKLIX, either directly or indirectly, in writing, orally or by inspection of tangible objects, other than information that you can establish: was publicly known and made generally available in the public domain prior to the time of disclosure to you by CRYPTOKLIX; becomes publicly known and made generally available after disclosure to you by CRYPTOKLIX other than through your action or inaction; and/or is in your possession, without confidentiality restrictions, at the time of disclosure by CRYPTOKLIX as shown by your files and records prior to the time of disclosure. CRYPTOKLIX's program rates are considered “confidential information.” You shall not at any time: disclose, sell, license, transfer or otherwise make available to any person or entity any confidential information; use any confidential information; and/or reproduce or otherwise copy any confidential information, except as necessary in connection with the purpose for which such confidential information is disclosed to you or as required by applicable law. You agree to take all reasonable measures to protect the secrecy of and avoid disclosure and unauthorized use of the confidential information. All confidential information shall at all times remain CRYPTOKLIX’s personal property and all documents, electronic media and other tangible items containing or relating to any confidential information shall be delivered to CRYPTOKLIX immediately upon CRYPTOKLIX's request.

18. Miscellaneous. The Agreement will be governed and construed in accordance with the laws of Spain without giving effect to conflict of laws principles. If any provision of the Agreement is held to be invalid or unenforceable for any reason, the remaining provisions will continue in full force without being impaired or invalidated in any way. Data which the advertiser provides about itself shall be used in a manner consistent with the applicable privacy policy available under the link “Privacy Policy” at the bottom of CRYPTOKLIX's homepage, and the advertiser agrees that such data may be used and processed in Spain and any other countries that CRYPTOKLIX's providers process data in. CRYPTOKLIX and the advertiser are independent contractors and neither party is an agent, representative, partner or joint venture partner of the other. CRYPTOKLIX may modify the terms and conditions of this Agreement upon notice to the advertiser, including through publication on CRYPTOKLIX's website or email notification to the advertiser. Electronic signature or acknowledgement, including entering password and continued use after notice of modification or amendment, shall have the same force and effect as a handwritten signature. The advertiser may not assign or delegate this Agreement, in whole or in part, and any such attempt is void.

Publisher Terms and Conditions

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The following Terms and Conditions, together with any and all applicable Acceptable Use Policies, set forth in the terms and conditions which shall govern the relationship between CRYPTOKLIX represented by Animotion S.L., its affiliates and subsidiaries (collectively “CRYPTOKLIX”) and you as a publisher using the advertising service offered through the CRYPTOKLIX network (“CRYPTOKLIX network”) located at www.CRYPTOKLIX.com. You agree to use the site, the service and any additional products and/or services offered by CRYPTOKLIX only in accordance with this Agreement. CRYPTOKLIX reserves the right to make changes to the site, the service and the Agreement at any time and without prior notification. The latest Agreement will be posted on www.CRYPTOKLIX.com. Your continued use of the site and/or the service after any such modification thereof shall constitute your consent to such modification. Therefore, you should regularly check the site for updates and/or changes. For purposes of the Agreement “Publisher” includes the individual, company or entity and, without limitation, any parent entities, owners, subsidiaries, publishers, predecessor or successor entities, and any agents, officers, directors or employees acting on behalf of same, registering with CRYPTOKLIX to use the service. If you do not agree to the Terms and Conditions in their entirety, you are not authorized to: register as a publisher; use the service; and/or use the site, in any manner or form whatsoever.

1. The CRYPTOKLIX Network enables publishers to apply for and, upon approval by CRYPTOKLIX, have an opportunity to generate income through participation in various advertising campaigns offered by CRYPTOKLIX or its third party advertisers in accordance with this Agreement. The terms and conditions of any and all programs shall be posted on the Website.

2. The publisher understands and agrees that on occasion the service and/or CRYPTOKLIX network may be inaccessible, unavailable or inoperable for any reason, including, but not limited to, the following: equipment malfunctions; periodic maintenance procedures or repairs; or causes beyond the control of CRYPTOKLIX or which are not reasonably foreseeable by CRYPTOKLIX including, but not limited to, interruption or failure of telecommunication or digital transmission links, hostile network attacks, the unavailability, operation, or inaccessibility of websites or interfaces, network congestion or other failures. CRYPTOKLIX will attempt to provide the service on a continuous basis. However, the publisher acknowledges and agrees that CRYPTOKLIX has no control over the availability of the service and CRYPTOKLIX network on a continuous or uninterrupted basis. The terms of the agreement are subject to CRYPTOKLIX's hardware, software, and bandwidth traffic limitations. CRYPTOKLIX's failure to deliver because of technical difficulties does not represent a failure to meet the obligations of the agreement.

3. Only publisher websites, publisher e-mail distribution lists and other marketing channels that have been reviewed and approved by CRYPTOKLIX may be utilized in connection with the site and service. CRYPTOKLIX reserves the right to withhold, refuse or withdraw approval of any websites, email distribution lists and/or marketing channels for any reason, whatsoever, in CRYPTOKLIX's sole discretion. Notwithstanding the foregoing, CRYPTOKLIX's policies, specifications and/or recommendations with respect to any websites, email distribution lists and/or marketing channels used by you, should not be construed as legal advice, or as sufficient guidelines to ensure that such websites, email distribution lists and/or marketing channels comply with applicable law. CRYPTOKLIX does not represent or warrant that such policies, specifications and/or recommendations are legally compliant or appropriate. CRYPTOKLIX assumes no obligation and hereby disclaims any liability for your use of and/or reliance upon any such policies, specifications and/or recommendations. You should consult with your legal counsel and/or other professional advisors before acting on any policies, specifications and/or recommendations as provided by CRYPTOKLIX. The publisher shall not alter, modify or otherwise change the creatives, or any creatives-related feature, that it obtains access to in connection with any program in any manner whatsoever, without CRYPTOKLIX's prior express written consent. Notwithstanding the foregoing, the publisher must comply, immediately, with any and all requests by CRYPTOKLIX to modify, alter, remove or otherwise change the positioning, placement, frequency and other editorial decisions related to the creatives. In addition, site integration tags and tracking pixels (“Tags”) included in the creatives or otherwise incorporated may not be altered under any circumstances.

4. Where use of e-mail marketing is authorized by CRYPTOKLIX and/or the applicable program terms, the following terms and email marketing – Publisher Code of Conduct shall apply: Publisher e-mails may only be delivered to permission based e-mail addresses which have been/shall be obtained/maintained in conformity with all applicable laws, rules and regulations. Publishers must possess the consent of the recipient in order to send commercial email. The publisher shall maintain records evidencing such consent for not less than three (3) years from the last date such consent was relied upon, including: the recipient's opt-in date/time; the registration source; the recipient's first and last name; the recipient's mailing address; the recipient's e-mail address; the posted privacy policy of the source website at the time the recipient's data was collected (if collected); the recipient's IP address; and any other information collected.

5. All publisher e-mails sent under the Agreement shall be delivered to addresses on e-mail lists owned or managed solely by the publisher (“publisher e-mail lists”). Brokering third-party deals to deliver creatives without disclosing such to CRYPTOKLIX is strictly prohibited and grounds for immediate termination, as well as other legal remedies. The publisher is required and agrees to maintain at all times during the term of this Agreement, and for a period of at least three (3) years thereafter, complete and accurate subscriber sign-up/registration data for every subscriber to the publisher’s email list(s). The publisher agrees that, within twenty-four (24) hours of CRYPTOKLIX's request, it shall provide, at a minimum, the following subscriber sign-up/registration data for any e-mail address that the publisher sends an publisher e-mail to: the subscriber's opt-in date/time; the subscription source; the subscriber's first and last name; the subscriber's mailing address (if collected); the subscriber's e-mail address used to sign-up/register for the publisher’s email list; the posted privacy policy of the source website at the time the subscriber's data was collected (if collected); the subscriber's IP address; and any other information collected.

6. You agree to be paid the applicable payment rate for each action verified by CRYPTOKLIX as specified by CRYPTOKLIX approximately thirty (30) days after the last day of a given calendar month. You agree that payments will be owed to you from the applicable advertiser, and that corresponding payments shall be made by CRYPTOKLIX to you out of the funds actually collected by CRYPTOKLIX from the applicable advertiser. CRYPTOKLIX shall have no payment obligation to the publisher where the advertiser has not remitted sufficient payments to cover the payments otherwise due and owing to the publisher. Instead, the publisher shall have the right to pursue any and all legal remedies directly against any advertiser that has not made funds available to pay sums due and owing to the publisher for payments earned in connection with a particular program. All publisher accounts will have the possibility to get paid via the payment method eligible in their CRYPTOKLIX network account. Notwithstanding anything contained herein to the contrary, no payments will be issued for any amounts otherwise due to the publisher that total less than Five Hundred Euro (€500.00) (“payment threshold”). Upon termination of the Agreement, all legitimate moneys due to the publisher that are actually collected from the applicable advertiser, even amounts below the payment threshold, will be paid during the next billing cycle. Every publisher account must have a unique, valid international taxpayer identification number (TIN) / VAT (sales) tax number, valid Company Registration or Social Security Number or other applicable unique government identification. All payments due hereunder are exclusive of any applicable taxes. The publisher shall be responsible for all applicable taxes. An advertiser may request that CRYPTOKLIX, or CRYPTOKLIX may on its own initiative, debit from the payments otherwise due and owing the publisher an amount equal to a bounty previously credited to the publisher's account where: a return or cancellation has been made with respect to the applicable product and/or service; there is an instance of a duplicate, fraudulent or incomplete entry or other similar error with respect to a customer order; there are actions that do not comply fully with the terms of the Agreement, including where the applicable non-complying action is not the result of the publisher's action, omission and/or failure to comply with the terms and conditions of this Agreement; there is non-receipt of payment from, or refund of payment to, the customer that entered into the subject action; or there is any failure on the part of the publisher to comply with the Agreement and/or the applicable program terms (collectively referred to as a “chargeback”). Chargebacks requested by an advertiser may be applied up to sixty (60) days after the end of the month in which the applicable payment was earned. The number or amount of actions, credits for payments and debits for chargebacks, as calculated by CRYPTOKLIX, shall be final and binding on the publisher.

The publisher payments will be made monthly via Wire Transfer, Paypal, Payoneer and, cryptocurrencies – see a full list in your CRYPTOKLIX network account. IMPORTANT: In case of cryptocurrencies payments, CRYPTOKLIX won’t be held accountable if an incorrect wallet address has been provided. To receive your payment, publishers must reach the minimum payout limit set up in the CRYPTOKLIX backend. CRYPTOKLIX, reserves the absolute right not to make any payments if the publisher violates any of the terms and conditions set forth herein. CRYPTOKLIX assumes no responsibility for paying any income taxes, banking commissions or currency fees on behalf of the publisher. By participating in the CRYPTOKLIX network, the publisher assumes complete and sole responsibility for any taxes, banking commissions or currency fees owed as a consequence thereof. CRYPTOKLIX is entitled to withhold, stop or cancel any payments due the publisher, or disclose any information regarding the publisher, should it be required to do so by a court or administrative authority.

7. CRYPTOKLIX actively monitors traffic, actions, and other program-related activities for potential fraud. If CRYPTOKLIX suspects that your account has been used in a fraudulent manner, your account will be deactivated effective immediately and with no notice to you pending further investigation. Same applies, if you add actions, or inflate actions, through the use of fraudulent means of traffic generation, as determined solely by CRYPTOKLIX. CRYPTOKLIX reserves sole judgement in determining fraud and you agree to be bound by any and all such determinations. It is the OBLIGATION of the publisher to prove to CRYPTOKLIX that it has NOT engaged in fraud. CRYPTOKLIX will hold your payments in ‘Pending Status’ until you have satisfactorily provided evidence that demonstrates to CRYPTOKLIX that you have not engaged in fraud. If you are unable to provide CRYPTOKLIX with satisfactory evidence that you have not engaged in fraud within seven (7) days of your payments being placed in “Pending Status,” then CRYPTOKLIX reserves the right to terminate your publisher account and cancel payment on the applicable earnings, at its sole discretion and without any further obligations to you.

8. The Agreement shall commence upon CRYPTOKLIX’s acceptance of your publisher application and remain in effect until terminated as set forth herein. The Agreement may be terminated by either party upon three (3) days prior written notice. In addition, CRYPTOKLIX reserves the right, in its sole and absolute discretion, to terminate a program and/or remove any creatives at any time for any reason, upon notice to you. CRYPTOKLIX also reserves the right to terminate your access to the site at any time with or without notice to you. Termination notice may be provided via e-mail and will be effective immediately. Upon termination, the publisher agrees to immediately remove from its publisher website(s) any and all creatives, CRYPTOKLIX code or other intellectual property made available to the publisher in connection with its performance under the Agreement. The representations, warranties and obligations contained within the Agreement shall remain in full force and effect after termination of the Agreement. All payment obligations accruing prior to the date of termination shall survive until fully fulfilled.

9. The parties hereby acknowledge and agree that the publisher is solely responsible for the method by which the creatives are disseminated. You represent and warrant that: Your publisher website contains distinct and legitimate content, substance and material, not simply a list of links or advertisements and that your publisher website serves a purpose substantially or completely separate and distinct from merely being designed to earn money solely from CRYPTOKLIX's advertisers or other third party advertisers; your publisher website and/or publisher e-mails are represented by a legitimate second-level domain name (e.g. yoursite.com is acceptable; however, a shared server, e.g., sharedsite.com/yoursite, is not acceptable); your publisher website is not offered as a part of a community-based website personal entry or personal page; your publisher website and publisher e-mails do not incentivize users to click on creatives (“Incentives”). Incentives include, but are not limited to, awarding users cash, points, prizes, and/or contest or sweepstake entries; your publisher website is not hosted by a free service and is fully functional at all times and at all levels (no “under construction” publisher websites or any sections thereof are permissible); you will not use spawning process pop-ups and exit pop-ups in connection with your publisher website and/or publisher e-mails; your publisher website features, at a minimum, a privacy policy (“privacy policy”) linked conspicuously from such publisher website's home page, with a link that contains clear, prominent and explicit language indicating its presence. Such privacy policy shall, in addition to the disclosures about publisher's privacy practices identify the collection and specific use of any information the publisher collects, provides or may provide to CRYPTOKLIX and to any advertiser or other websites or persons with which the publisher has any other arrangement relating thereto. In addition to listing the categories of personally identifiable information that are collected, the publisher must list the categories of third-parties with whom the publisher shares such personally identifiable information, describe the process (if any) by which a consumer can review and request changes to his/her personally identifiable information collected by the publisher, describe the process by which the publisher notifies consumers of material changes to the privacy policy, and indicate the effective date thereof. The publisher must disclose how it respond to web browser's Do-Not-Track signals or other mechanisms that provide consumers the ability to exercise choice regarding the collection of personally identifiable information about an individual consumer's online activities over time and across third-party websites or online services (if the publisher engages in such collection), and disclose whether other parties may collect personally identifiable information about an individual consumer's online activities over time and across different websites when a consumer uses the publisher's website. No images, graphics, links, co-registration paths, pop-ups, pop-unders, copy or process for generating actions other than the creatives will be used by you in connection with the programs without first obtaining the prior written consent of CRYPTOKLIX; you will place or use the creatives only with the intention of delivering valid actions as determined by, and for the benefit of, the applicable advertiser; you will not, nor knowingly permit any person to, activate creatives or inflate the amount of actions 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 action; you will not use, nor knowingly permit any person or entity to use, any third-party trademarks in any way to direct traffic to any publisher website or advertiser website including, but not limited to, purchasing keywords from a search engine service provider that include the trademark, service mark and/or brand name, or any derivative of any such trademark, service mark or brand name; you will not violate guidelines of any search engines being utilized; you will not allow the creatives to be placed on any non- publisher website without the prior express written consent of CRYPTOKLIX; you will not use any creatives or any other program terms and/or content in connection with aggregating, soliciting or recruiting other publishers, advertisers, other websites or other persons to form or join an affiliate marketing, advertising or similar network for the purpose of engaging in business of the type conducted by CRYPTOKLIX; you will not redirect traffic to a website other than the website specifically listed by the applicable advertiser.

You further represent and warrant that the content of your publisher website and publisher e-mails does not promote, advocate, facilitate or otherwise include any of the following: hate speech or material that discriminates on the basis of race, ethnicity, gender, age, disability, religion or sexual orientation; Investment, money-making opportunities or advice not permitted under law; violence or profanity; pornographic, obscene, sexually explicit or related content; material that defames, abuses, is libelous, is tortuous or threatens physical harm to others; material that displays any telephone numbers, street addresses, last names, URLs, e-mail addresses or any confidential information of any third person; material that impersonates any person or entity; promotion of illegal substances or activities (e.g., illegal narcotics, how to build a bomb, counterfeiting money, etc.); content which is inappropriate or harmful to children; promotion of terrorism or terrorist-related activities, sedition or similar activities; software pirating (e.g., warez, hotline); hacking or phreaking; 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; 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; 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; any spoofing, redirecting or trafficking from other websites in an effort to gain traffic; 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; gambling, contests, lotteries, raffles, or sweepstakes; any illegal activity whatsoever (including any violations of applicable Spanish state or federal law or regulation of any other jurisdiction in which you operate).

10. Any and all information submitted by end-user customers (“customer information”) in connection with a program shall be considered proprietary to and owned by CRYPTOKLIX. Such customer information is confidential information (as that term is defined below) of CRYPTOKLIX and may not be utilized or otherwise disclosed by you. In addition, you acknowledge that all non-public information, data and reports made available by CRYPTOKLIX hereunder or otherwise as part of the services is proprietary to and owned by CRYPTOKLIX. All proprietary and confidential information is protected by copyright, trademark and other intellectual property laws. You agree not to reproduce, disseminate, sell, distribute or commercially exploit any proprietary or confidential information of CRYPTOKLIX in any manner. These non-disclosure obligations shall survive termination or expiration of the Agreement.

11. Subject to this Agreement and any underlying program terms, CRYPTOKLIX grants to the publisher a revocable, non-transferable, royalty free, international license to display on, and distribute through, the publisher website, publisher e-mails and/or other approved marketing channels, the creatives, and any and all associated trademarks, service marks, trade names and/or copyrighted material (“intellectual property content”) that CRYPTOKLIX provides to the publisher through the CRYPTOKLIX network for the limited purposes of promoting programs to end users. The publisher may not remove or alter any copyright or trademark notices. The intellectual property content and other matters related to the CRYPTOKLIX network, programs, creatives and site are protected under applicable copyright, trademark and other proprietary rights. The use, copying, redistribution and/or publication by the publisher of any part of the CRYPTOKLIX network, programs, creatives and/or site, other than as expressly permitted hereunder, are strictly prohibited. The publisher does not acquire any ownership rights to the CRYPTOKLIX network, programs, creatives and/or site. The availability of the CRYPTOKLIX network, programs, creatives and site does not constitute a waiver of any rights related thereto. No part of the site may be reproduced in any form or incorporated into any information retrieval system, electronic or mechanical. You may not use, copy, emulate, clone, rent, lease, sell, modify, decompile, disassemble, reverse engineer or transfer the site, site content or any portion thereof. CRYPTOKLIX reserves any rights not explicitly granted in the Agreement.

12. IN NO EVENT SHALL CRYPTOKLIX BE LIABLE TO YOU OR ANY THIRD PARTY (INCLUDING, WITHOUT LIMITATION, ANY CUSTOMERS OBTAINED THROUGH YOUR MARKETING EFFORTS) FOR ANY DAMAGES OF ANY KIND ARISING FROM YOUR USE OF THE SITE, A PROGRAM, ADVERTISERS'S UNDERLYING PRODUCTS AND/OR SERVICES OR YOUR DISPLAY OF ANY CREATIVES ON OR THROUGH YOUR PUBLISHER WEBSITE AND/OR PUBLISHER E-MAILS INCLUDING, BUT NOT LIMITED TO, SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE AND/OR CONSEQUENTIAL DAMAGES, EVEN IF CRYPTOKLIX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. CRYPTOKLIX'S MAXIMUM AGGREGATE LIABILITY TO THE PUBLISHER AND ANY THIRD PARTY UNDER ANY AND ALL CIRCUMSTANCES SHALL BE THREE HUNDRED EUROS (€300). REGARDLESS OF ANY LAW TO THE CONTRARY, NO ACTION, SUIT OR PROCEEDING SHALL BE BROUGHT AGAINST CRYPTOKLIX MORE THAN ONE (1) YEAR AFTER THE DATE UPON WHICH THE CLAIM AROSE. THE PUBLISHER RECOGNIZES AND ACKNOWLEDGES THAT THIS LIMITATION OF DAMAGES IS FAIR AND REASONABLE. THE SITE, CREATIVES, PROGRAMS, ADVERTISERS'S UNDERLYING PRODUCTS AND SERVICES, CONTENT AND SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND ALL WARRANTIES, EXPRESS AND IMPLIED, ARE DISCLAIMED (INCLUDING, WITHOUT LIMITATION, THE DISCLAIMER OF ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OF INTELLECTUAL PROPERTY AND/OR FITNESS FOR A PARTICULAR PURPOSE). THE SITE, CREATIVES, PROGRAMS AND/OR ADVERTISERS'S UNDERLYING PRODUCTS AND SERVICES MAY CONTAIN BUGS, ERRORS, PROBLEMS OR OTHER LIMITATIONS. CRYPTOKLIX HAS NO LIABILITY, WHATSOEVER, TO THE PUBLISHER OR ANY THIRD PARTY, FOR THE PUBLISHER'S USE OF, OR INABILITY TO USE, THE SITE, CREATIVES, PROGRAMS AND/OR ADVERTISERS'S UNDERLYING PRODUCTS OR SERVICES AND CRYPTOKLIX DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS AND IMPLIED, THAT THE PUBLISHER'S USE OF SAME WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT ANY OF THE PROGRAMS WILL BE AVAILABLE TO THE PUBLISHER. THE NEGATION OF DAMAGES SET FORTH HEREINABOVE IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN CRYPTOKLIX AND THE PUBLISHER. THE SITE, CREATIVES, PROGRAMS AND/OR ADVERTISERS'S UNDERLYING PRODUCTS AND SERVICES WOULD NOT BE PROVIDED TO THE PUBLISHER WITHOUT SUCH LIMITATIONS. CRYPTOKLIX MAKES NO REPRESENTATION OR WARRANTY WITH RESPECT TO ANY RESULTS OBTAINABLE THROUGH THE SITE, CREATIVES AND/OR PROGRAMS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY THE PUBLISHER FROM CRYPTOKLIX AND/OR ANY ADVERTISER BY AND THROUGH THE SITE, CREATIVES AND/OR PROGRAMS SHALL CREATE ANY WARRANTY, REPRESENTATION AND/OR GUARANTEE NOT EXPRESSLY STATED IN THE AGREEMENT.

13. CRYPTOKLIX may assign the Agreement, or any portion thereof, at its sole discretion. You may not assign, transfer or delegate any of your rights under the Agreement without the prior written consent of CRYPTOKLIX, which may be withheld for any reason, and any attempts to do so shall be null and void. Further, any such attempts may result in CRYPTOKLIX, at its sole discretion, immediately terminating the Agreement and/or your participation in any program, without any liability to CRYPTOKLIX. The Agreement will be binding on, inure to the benefit of and be enforceable against, the parties's successors and assigns.

14. This Agreement shall be construed and governed by the laws of the Country of Spain, without giving effect to principles of conflicts of law. Arbitration shall take place in Palma de Mallorca, Spain. At the request of CRYPTOKLIX, arbitration proceedings will be conducted in secrecy. In such case all documents, testimony and records shall be received, heard and maintained by the Arbitrator in secrecy under seal, available for the inspection only by CRYPTOKLIX or the publisher and by their respective attorneys and their respective experts who shall have agreed, in advance and in writing, to receive all such information confidentially and to maintain such information in secrecy. The arbitrator shall be able to decree any and all relief of an equitable nature including, but not limited to, such relief as a temporary restraining order, a temporary and/or a permanent injunction, and shall also be able to award damages, with or without an accounting and costs. CRYPTOKLIX shall be entitled to an award of its reasonable costs and expenses, including attorneys' fees, in any action or proceeding in connection to, arising out of, or under the Agreement. Nothing contained in the Agreement shall be construed to limit any legal remedies available to CRYPTOKLIX. To the extent permitted by law, you agree not to bring, join or participate in any class action lawsuit as to any claim, dispute or controversy that you may have against CRYPTOKLIX and its employees, officers, directors, members, representatives and assigns. You agree to the entry of injunctive relief to stop such a lawsuit or to remove yourself as a participant in the suit. You agree to pay the attorneys' fees and court costs that CRYPTOKLIX incurs in seeking such relief. This provision preventing you from bringing, joining or participating in class action lawsuits does not constitute a waiver of any of your rights and remedies to pursue a claim individually and not as a class action in binding arbitration as provided above. This provision preventing you from bringing, joining or participating in class action lawsuits is an independent agreement.

15. If any provision of the Agreement is held to be invalid, illegal or unenforceable for any reason, such invalidity, illegality or unenforceability shall not effect any other provisions of this Agreement, and this Agreement shall be construed as if such invalid, illegal or unenforceable provision had not been contained herein. No waiver of any breach of any provision of this Agreement shall constitute a waiver of any prior, concurrent or subsequent breach of the same or any other provisions hereof, and no waiver shall be effective unless made in writing and signed by an authorized representative of the waiving party.

16. This Agreement represents the complete and entire expression of the agreement between the parties, and shall supersede any and all other agreements, whether written or oral, between the parties. Other than as set forth herein, this Agreement may be amended only by a written agreement executed by an authorized representative of each party. To the extent that anything in or associated with the CRYPTOKLIX network or any program terms are in conflict or inconsistent with the Agreement, the Agreement shall take precedence.

17. “Confidential Information” means any information disclosed to you by CRYPTOKLIX, either directly or indirectly, in writing, orally or by inspection of tangible objects, other than information that you can establish: was publicly known and made generally available in the public domain prior to the time of disclosure to you by CRYPTOKLIX; becomes publicly known and made generally available after disclosure to you by CRYPTOKLIX other than through your action or inaction; and/or is in your possession, without confidentiality restrictions, at the time of disclosure by CRYPTOKLIX as shown by your files and records prior to the time of disclosure. CRYPTOKLIX's program rates are considered “confidential information.” You shall not at any time: disclose, sell, license, transfer or otherwise make available to any person or entity any confidential information; use any confidential information; and/or reproduce or otherwise copy any confidential information, except as necessary in connection with the purpose for which such confidential information is disclosed to you or as required by applicable law. You agree to take all reasonable measures to protect the secrecy of and avoid disclosure and unauthorized use of the confidential information. All confidential information shall at all times remain CRYPTOKLIX’s personal property and all documents, electronic media and other tangible items containing or relating to any confidential information shall be delivered to CRYPTOKLIX immediately upon CRYPTOKLIX's request.

18. You may not use any device, software or routine to interfere or attempt to interfere with the proper working of the site. You may not take any action that imposes an unreasonable or disproportionately large load on the CRYPTOKLIX infrastructure. You agree that any unauthorized and/or unlawful use of the site, service, creatives, and/or programs would result in irreparable injury to CRYPTOKLIX for which monetary damages would be inadequate. In such event, CRYPTOKLIX shall have the right, in addition to other remedies available to it pursuant to the Agreement, to immediate injunctive relief against you without the need to post a bond.

19. Each party is an independent contractor and not a partner, joint venturer or employee of the other. Neither party shall have the right to bind the other or to incur any obligation on the other’s behalf.