1. PREAMBLE
1.1 For the purposes of this Agreement, “ShareaProfit” means ShareaProfit LLC, a duly registered legal entity, as specified in the relevant Insertion Order (“IO”) signed between the parties.
1.2 TO ACCEPT THESE TERMS AND CONDITIONS AND CREATE AN ADVERTISER ACCOUNT, AN INDIVIDUAL MUST BE AN ADULT OF LEGAL AGE OF MAJORITY IN THE COUNTRY IN WHICH THE ACCOUNT IS REGISTERED. THE INDIVIDUAL WHO PROVIDES INFORMATION PURSUANT TO THE PROGRAM AND ACCEPTS THIS AGREEMENT REPRESENTS THAT HE/SHE HAS FULL LAWFUL POWER AND AUTHORITY TO ENTER INTO AND CARRY OUT THE TERMS OF THIS AGREEMENT (INCLUDING FULL LEGAL CAPACITY TO ACT ON BEHALF OF A LEGAL ENTITY, WHERE THE ADVERTISER IS A LEGAL ENTITY), AND IS LEGALLY AND FINANCIALLY RESPONSIBLE FOR ALL ACTIVITIES CONDUCTED THROUGH THE ACCOUNT.
1.3 These Terms and Conditions (the “Agreement”) govern the relationship between ShareaProfit LLC and any advertiser or agency (the “Advertiser”) registered on the ShareaProfit platform or website to use ShareaProfit’s services. This Agreement, together with any applicable Insertion Order(s), constitutes a single binding agreement between the parties.
WHEREAS, ShareaProfit provides performance marketing, affiliate marketing, media buying, and related advertising services to the Advertiser through its website and/or other channels at its discretion; and
WHEREAS, the Advertiser agrees to compensate ShareaProfit for such services in accordance with this Agreement and the applicable IO.
NOW THEREFORE, by accessing or using the ShareaProfit website and services, the Advertiser agrees to be bound by this Agreement, the Privacy Policy, and any additional policies or guidelines published by ShareaProfit. In the event that a Campaign or IO expires but the parties continue their collaboration, the terms of this Agreement and the expired IO shall remain in effect unless amended in writing or terminated.
ShareaProfit reserves the right to amend this Agreement and/or its Privacy Policy at any time. Continued use of the services following such changes shall constitute acceptance of the updated terms.
2. DEFINITIONS
2.1 “Advertiser” means any individual or legal entity that enters into an IO with ShareaProfit for advertising services.
2.2 “Advertising Material” means all promotional materials supplied or approved by the Advertiser, including but not limited to banners, text links, landing pages, videos, logos, trademarks, and creatives.
2.3 “Campaign” means the promotion of the Advertiser’s products or services by ShareaProfit pursuant to an IO.
2.4 “Insertion Order” or “IO” means a mutually agreed document incorporating these Terms and Conditions, defining Campaign-specific details.
2.5 “Traffic” means end users, impressions, clicks, leads, installs, or conversions generated under a Campaign.
3. INSERTION AND CAMPAIGN EXECUTION
3.1 Subject to approval of the IO, ShareaProfit shall use commercially reasonable efforts to perform the Campaign as described in the IO.
3.2 The Advertiser shall provide accurate, complete, and timely information required for Campaign execution, including billing and compliance details.
3.3 ShareaProfit does not guarantee specific placement, volume, quality, or results of Traffic unless expressly stated in the IO. All media placement, optimization, and distribution decisions remain at ShareaProfit’s discretion.
3.4 ShareaProfit reserves the right to reject, suspend, or terminate any Campaign or Advertising Material that it deems unlawful, misleading, offensive, or harmful to its reputation or business.
4. PAYMENT TERMS
4.1 The Advertiser agrees to pay ShareaProfit all amounts due for valid Traffic and results generated under the Campaign, as defined in the IO.
4.2 Unless otherwise stated in the IO, invoicing shall be monthly. Advertiser shall raise any disputes within 5 (five) calendar days of invoice receipt. Undisputed invoices shall be payable within Net 30 (thirty) days from the invoice date, unless otherwise agreed in writing.
4.3 Payments shall be made via bank transfer or other mutually agreed payment methods. All transaction fees shall be borne by the Advertiser.
4.4 Late payments may attract interest at the maximum rate permitted by law.
4.5 Where tracking tools are required, the Advertiser is responsible for proper implementation. ShareaProfit’s tracking data shall be deemed final in case of discrepancies, unless proven otherwise.
5. CONTENT AND INTELLECTUAL PROPERTY
5.1 The Advertiser grants ShareaProfit a non-exclusive, worldwide, royalty-free license to use its Advertising Material solely for Campaign purposes.
5.2 The Advertiser warrants that all Advertising Material complies with applicable laws and does not infringe third-party rights.
5.3 ShareaProfit shall not be liable for the legality or accuracy of Advertising Material provided by the Advertiser.
6. REPRESENTATIONS AND COMPLIANCE
6.1 The Advertiser represents that it complies with all applicable laws, including advertising, data protection, consumer protection, and anti-spam regulations.
6.2 The Advertiser shall not manipulate, interfere with, or disable any tracking, reporting, or attribution systems provided by ShareaProfit.
7. NON-CIRCUMVENTION
7.1 During the term of this Agreement and for one (1) year thereafter, the Advertiser shall not directly engage with ShareaProfit’s disclosed publishers, affiliates, or partners without prior written consent.
7.2 Breach of this clause may result in liquidated damages equivalent to six (6) months of fees paid to ShareaProfit prior to the breach.
8. TERMINATION
8.1 Either party may terminate this Agreement with two (2) business days’ written notice.
8.2 Upon termination, all outstanding undisputed amounts shall become immediately due.
8.3 ShareaProfit may immediately terminate this Agreement in case of material breach, fraud, or legal non-compliance.
9. CONFIDENTIALITY
9.1 Each party agrees to keep confidential all non-public business, technical, and financial information received from the other party.
9.2 Confidentiality obligations shall survive termination for three (3) years.
10. LIMITATION OF LIABILITY
10.1 ShareaProfit provides its services on an “AS IS” and “AS AVAILABLE” basis.
10.2 To the maximum extent permitted by law, ShareaProfit’s total liability shall not exceed the amount paid by the Advertiser to ShareaProfit in the billing period in which the claim arose.
11. GENERAL
11.1 This Agreement shall be governed by the laws of the jurisdiction in which ShareaProfit LLC is incorporated.
11.2 This Agreement and the IOs constitute the entire agreement between the parties and supersede all prior understandings.
11.3 Notices shall be deemed valid if sent via email to the addresses specified in the IO.