Publisher Agreement

ADVERTIVE PTE LTD, PUBLISHER AGREEMENT

This services agreement (Agreement) between AdVertive Pte Ltd, 21 BUKIT BATOK CRESCENT #12-79 WCEGA TOWER SINGAPORE (658065) and Publisher is based on the date the application is submitted to AdVertive Pte Ltd.

Statement of Facts
AdVertive Pte Ltd and Publisher have agreed to collaborate in an effort to generate advertising revenue from Publisher web site(s) listed above under Website URL(s). The parties have agreed to execute this Agreement to provide the terms and conditions under which they will proceed with this collaboration.

Publisher Obligations and Eligibility Requirements
To join and remain in the AdVertive Network, a publisher must meet the following Eligibility Requirements. Burst's Eligibility Requirements are also posted on the AdVertive’s web site (www.advertive.com). The following requirements apply to any content that you publish where you have posted your unique AdVertive source code, including all web pages within those domains regardless of whether that particular page hosts AdVertive source code or not.

• Represent specialty content. Portals, search engines, and sites of links to other people's content do not fit our definition of specialty content.


• Provide current, regularly updated content.


• The site must have minimum traffic of 25,000 page views or 5,000 uniques per month to remain in the AdVertive Network.


• Have an active, publicly stated privacy policy that is compliant with our partnership with the Network Advertising Initiative. We use third-party advertising companies to serve ads when you visit our Web site. These companies may use aggregated information (not including your name, address, email address or telephone number) about your visits to this and other Web sites in order to provide advertisements about goods and services of interest to you.


• Reside on a top-level domain. No sites hosted on free providers (such as Geocities, Tripod, etc) are eligible.


• Your site may NOT contain any adult, sexually explicit, or mature content, use explicit language, or link to adult or sexually explicit content.


• Your site may NOT allow AdVertive ads on any sites or pages for which you are not directly responsible or any sites that have not been reviewed and approved by Burst.


• Your site may NOT infringe on any material protected by copyright.


• Your site may NOT allow timed rotation or auto refresh of AdVertive banners.


• Your site may NOT contain user-submitted content that is not moderated.

Agreement

In consideration of the facts stated above and the mutual covenants contained in this Agreement, AdVertive Pte Ltd and the Publisher agree as follows:

AdVertive Pte Ltd Services
During the term of this Agreement, AdVertive Pte Ltd shall provide the following services to the Publisher:

Subject to the prior approval of the Publisher, AdVertive Pte Ltd shall enter into an agreement (the Advertising Agreement) with one or more web advertising networks or advertisers to serve as the purchaser of banner advertisements placed on any approved Publisher web site.
AdVertive Pte Ltd shall coordinate the payment of all advertising revenue (as set forth below) to the appropriate party. AdVertive Pte Ltd shall submit a monthly report, which specifies the total traffic to the Publisher web site(s) along with the gross advertising revenue produced and the net amount due to the Publisher. The Publisher shall have the right to audit the monthly report, at its expense, for a period of thirty (30) days from the date of such report.

Publisher Covenant
Publisher agrees to abide by all terms and conditions supplied by AdVertive Pte Ltd including written instructions, emails, or other communications intended to define appropriate and acceptable use of AdVertive Pte Ltd services.

Allocation of Advertising Revenue
Pursuant to the Advertising Agreement(s), advertising revenue will be generated from the Publisher web site(s). The gross advertising revenue, including any and all forms of compensation for advertising derived from the Publisher website(s), minus a commission, shall be made payable to the Publisher, by AdVertive Pte Ltd approximately 60 days after the last day of each calendar month so long as the amount payable is equal to or exceeds $50.00 USD. Once payable amount is equal to or exceeds $50.00 USD then AdVertive Pte Ltd shall make payment at the next regularly scheduled payment cycle.. AdVertive Pte Ltd reserves the right to charge back or adjust the amount due to the Publisher in the event of non-payment by any advertiser. Such charge back or adjustment shall not exceed the amount reasonably attributable to the Publisher based on revenue generated from said advertiser.

Non-disclosure Agreement
Publisher agrees not to disclose information regarding the terms or conditions of this agreement to any unrelated third party. Such information would include rates, terms, specific advertisers, or other special conditions offered to the Publisher by AdVertive Pte Ltd in conjunction with this Agreement.

Terms and Termination
Except as otherwise provided herein, the term (the Term) of this Agreement shall be for a period of one month, commencing on the receipt of a signed and dated contract by the Publisher. The Term shall automatically renew for successive one-month increments at the agreed upon commission rate unless either party provides the other with written notice of termination no later than 7 days prior to the date of renewal.
Notwithstanding anything to the contrary contained herein, AdVertive Pte Ltd may terminate this Agreement at any time during the Term immediately upon written notice to the Publisher in the event that:

• Publisher makes (or is discovered to have made) any false representations, reports, or claims to AdVertive Pte Ltd or any third party in connection with this Agreement, the services of AdVertive Pte Ltd, or AdVertive Pte Ltd as a whole;


• Publisher engages in fraudulent, criminal or negligent conduct or violates any laws in connection with the business relationship of the parties or the performance of its services hereunder;


• Publisher becomes insolvent or involved in any liquidation or termination of business, adjudication as bankrupt, assignment or the benefit of creditors, invoking of the provisions of any law for the benefit of debtors, or the subject of a filing against it under any similar laws; or


• Publisher breaches any provision of this Agreement


• Notwithstanding anything to the contrary contained herein, the Publisher may terminate this Agreement at any time during the Term immediately upon written notice to AdVertive Pte Ltd in the event that:

• AdVertive Pte Ltd makes (or is discovered to have made) any false representations, reports, or claims to the Publisher or any third party in connection with this Agreement, the services of the Publisher, or the Publisher as a whole;


• AdVertive Pte Ltd engages in fraudulent, criminal or negligent conduct or violates any laws in connection with the business relationship of the parties or the performance of its services hereunder;


• AdVertive Pte Ltd becomes insolvent or involved in any liquidation or termination of business, adjudication as bankrupt, assignment or the benefit of creditors, invoking of the provisions of any law for the benefit of debtors, or the subject of a filing against it under any similar laws; or


• AdVertive Pte Ltd breaches any provision of this Agreement.


• Notwithstanding anything to the contrary contained herein, AdVertive Pte Ltd may terminate this Agreement at any time during the term immediately upon written notice to the Publisher in the event that any Publisher web site(s) contains material deemed inappropriate by AdVertive Pte Ltd, in its sole discretion. In the event of termination for inappropriate material, AdVertive Pte Ltd may, in its sole discretion, elect to withhold and/or void any payments due to the Publisher under this agreement.

Relationship Between the Parties
Publisher is an independent contractor under the terms of this Agreement. Publisher is not an agent, partner or employee of AdVertive Pte Ltd and its employees are not entitled to the benefits provided by AdVertive Pte Ltd to its employees. Nothing in this Agreement shall be construed to hold AdVertive Pte Ltd responsible for any workers compensation, FICA, withholding tax, unemployment compensation, or any other payment for which the Publisher must provide or answer on behalf of its employees.

AdVertive Pte Ltd and Publisher agree that AdVertive Pte Ltd holds all title and rights over the AdVertive Pte Ltd services and that no title or rights shall pass to the Publisher hereunder. AdVertive Pte Ltd and Publisher agree that the Publisher holds all title and rights over the Publishers website(s) and the designs posted on such website(s) and that no title or rights shall pass to AdVertive Pte Ltd hereunder.
Neither party may use, assign or display the trademarks, trade names or logos (the Authorized Marks) in which the other party has rights for any purpose without the prior written approval of the other party. Each party acknowledges that the Authorized Marks of the other party are and shall at all times remain the property exclusively of the other party. However, AdVertive Pte Ltd does have rights during the duration of this contract, to use the website URL(s) for the Publisher on the AdVertive Pte Ltd website or in printed materials to promote their network and sell advertising.

Liability
Except as specifically provided in this Agreement, neither AdVertive Pte Ltd nor the Publisher shall be liable to the other for any indirect, special, punitive or consequential damages arising under this Agreement or from any breach or partial breach of the provisions of this Agreement or arising out of any act or omission of either party hereto, its directors, officers, employees, servants, contractors and/or agents.
Subject to the limitation on indirect, special, punitive or consequential damages in Section 6.a., each party assumes, releases and agrees to indemnify, defend, protect and save the other (including its directors, officers, agents, representatives and employees) harmless from and against any claim, damage, loss, liability, injury, cost and expense (including reasonable attorneys fees and expenses) in connection with any loss or damage of the indemnified party arising out of or resulting in any way from the acts or omissions to act, negligence or willful misconduct of the indemnifying party, its directors, officers, employees, servants, contractors and/or agents in connection with the exercise of its rights and obligations under the terms of this Agreement.

Confidentiality
Each party acknowledges that the other party may be disclosing certain confidential and proprietary information in connection with the services provided under this Agreement, including, but not limited to, specifications, pricing, methods and processes (the Confidential Information). Each party agrees not to use the Confidential Information for their own purposes or benefit or to provide access to the Confidential Information to any third party during the term of this agreement or for a period of five (5) years from the date of termination of this Agreement.

Assignment
This Agreement shall not be assigned by either party without the prior written consent of the other party.

Successors and Assigns
All of the terms and provisions of this Agreement shall be binding upon, shall inure to the benefit of, and be enforceable by the successors and assigns of the parties to this Agreement.

Entire Agreement
This Agreement, and any agreement to which it refers, contains all of the terms of the agreement between the parties with respect to this subject matter and may be amended only by a signed, written agreement by all of the parties to this Agreement.

Severability
The unenforceability of any provision of this Agreement shall not affect the enforceability of the remaining provisions of this Agreement.

Governing Law
This Agreement shall be governed by, and construed in accordance with, the laws of the Singapore.
Publisher and AdVertive Pte Ltd hereby confirm their mutual agreement to the terms listed in this Service Agreement as of the date of the submission of the publisher application and the written approval and commission offer from AdVertive Pte Ltd.

Privacy Policy
Publisher’s Privacy Policy should contain a indicates that online behavioral advertising and/or multi-site advertising is occurring with explanation of how, and for what purpose, that data will be used or transferred to third parties.
An example of what could be included in Publisher Privacy Policy:

We allow third-party companies to serve ads and/or collect certain anonymous information when you visit our web site. These companies may use non-personally identifiable information (e.g., click stream information, browser type, time and date, subject of advertisements clicked or scrolled over) during your visits to this and other Web sites in order to provide advertisements about goods and services likely to be of greater interest to you. These companies typically use a cookie or third party web beacon to collect this information. To learn more about this behavioral advertising practice or to opt-out of this type of advertising, you can visit http://www.networkadvertising.org.