Terms and Conditions
How Ad Transactions Work
- An Advertiser arrives at your website, goes to your “advertise here” page that is powered by CrankyAds and completes the process to purchase an advertisement (Ad) (this purchase may also happen at www.CrankyMart.com, our marketplace (CrankyMart)). During this process, payment is made via PayPal® and sent to our PayPal® account. The Advertiser is subscribed to a PayPal® subscription so we can rebill their account when their Ad campaign is due for renewal. Their Ad media is uploaded and sits in your CrankyAds Manager Account (Manager Account) under the “Pending” tab.
- You receive an email notification that a new Ad has been purchased on your website. You log into your Manager Account and see the pending Ad. The Ad criteria states that payment has been made because PayPal® sent our software notice when the Advertiser made payment. You can click the “approve” button to make the Ad go live, assuming you like the Ad (it can take up to an hour for the Ad to appear on your website).
- The Ad runs continuously until it completes the campaign duration. If the Advertiser is happy, PayPal® will automatically rebill the Advertiser, you will be credited with another payment and the Ad will remain active on your site. If the Advertiser cancels their payment subscription in PayPal®, we will attempt to chase up the payment for you. If the Advertiser confirms they no longer want to run a campaign on your website, we will cancel the Ad on your website once they have used up the time period they paid for.
- We will retain 25% of the Ad revenue from all Ads sold through our service. This includes Ads purchased through CrankyMart and Ads purchased directly from your website. All Ad payments will be processed through our PayPal® account.
- Once we receive payment and you approve the Ad, all payments remain in our PayPal® account until the minimum refund period of 30 days has passed. You access and withdraw your 75% share of Ad revenue via PayPal® after the minimum 30 day refund period. If the Advertiser requests a refund before the expiration of the 30 day refund period and there is good reason to deliver the refund (this is at our discretion), you will not receive any payment for that campaign, even if the Ad has already been running for part of the campaign duration.
Terms of Business
- These extremely long and boring Terms of Business have been prepared by our extremely talented and un-boring lawyers. CrankyAds is the operator of the CrankyAds online advertising network. The Site provides access to the advertising management system via a Plugin for Publishers to deploy on their websites allowing Advertisers to purchase Advertisement Space on the Publisher’s websites. Advertisers and Publishers agree to be legally bound by the terms and conditions contained in these extremely boring Terms of Business.
- Access to services provided by CrankyAds is provided to Advertisers, Publishers and End Users pursuant to a non-exclusive, world-wide, non-transferable licence contained in these boring Terms of Business.
- By downloading the Plugin and or by creating a Manager Account on the Site, Advertisers and Publishers acknowledge that they have had sufficient opportunity to read and understand these Terms of Business, and that they are legally able to agree to be bound by the terms and conditions contained herein.
The following terms which are capitalised in this Agreement have the following meanings:
Advertiser means someone that wishes to upload an advertisement to a Publishers website.
Advertisement Space means a location on a website specified by a Publisher that is available to Advertisers to place advertisements on.
Affiliate means someone that recommends CrankyAds in exchange for a material benefit.
Agreement means the terms and conditions contained in this Terms of Business.
Account means a Manager Account that enables Advertisers and Publishers with access to the site.
AMS means the Advertiser Management Account available on the CrankyAds Site.
CrankyAds means CrankyAds Pty Ltd ACN 156 013 099 a company incorporated according to the laws of Australia.
Content means all graphic images, text, video (regardless of format), which is made available as Advertisements.
End User means a browser of a website that views content provided by Advertisers.
Plugin means any of the plugins available for Advertisers or Publishers to download via the Site which allows the end users to view advertisements on a Publishers Website.
Prohibited Content means content which is racist, facist, discrimatory or pornographic, breaches another party’s intellectual property or breaches any law in any jurisdiction.
Publisher means the operator of a website that downloads a Plugin to provide Advertisers with the ability to place advertisements on their website and access CrankyAds services.
Terms and conditions for Publishers
2.1 Use of the Plugins
In making Advertising Space available to Advertisers Publishers agree:
- to display the offer price of any and all Advertisement Space made available on the Publishers website within the CrankyAds display field;
- to set the initial price for the Ads as soon as they have installed the Plugin;
- that they have the right to change the price of an Ad at any time;
- that any changes made to the offer price will not apply to the existing Ads;
- not to interfere with the operation of the Ad on the Publisher’s website or interfere with the business of CrankyAds or the Advertiser in anyway;
- that the Advertisement Space will be shown on the CrankyMart website operated by CrankyAds; and
- to maintain the use of all the Plugins until the end of the advertising period.
2.2 Acceptance of counter offers to advertise
Publishers make offers to Advertisers to rent space on their websites on the terms and conditions displayed on the CrankyAds website. Publishers acknowledge that:
- Advertisers make counter offers on the same terms as the original offer except the exact Ad is show to the Publisher (Counter Offer);
- The Counter Offer is to display a particular Ad is subsequently capable of acceptance by the Publisher;
- Ads and the thirty (30) day refund period will commence as soon as the Counter Offer is accepted by the Publisher; and
- Publishers are not obliged to accept Counter Offers.
2.3 Publishers Warranties
When relying on Content provided by Advertisers to form part of the Counter Offer, Publishers must make their own investigations and are solely responsible for ensuring that the proposed Ad(s) are suitable before accepting the Counter Offer to advertise.
Terms and conditions for Advertisers
3.1 Provision of Advertisements
- Advertisers providing Content to CrankyAds provide a limited licence to CrankyAds and the Publisher for the term of this Agreement to use the Content for the purpose for which it is provided;
- Advertisers must not prevent the AMS application from executing, displaying or preventing any End User from viewing any Ad or interfering with the business of either the Publisher or CrankyAds.
- In uploading Content, Advertisers agree to:
- upload images which will be displayed on the CrankyAds and the Publisher’s websites;
- upload Content in the any of the following formats: JPG, PNG, flat GIF.
- upload Content in the exact pixel size specified in the offer stipulated by the Publisher;
- provide a valid URL where the Ad will link to when clicked by End Users; and
- pay the price set by the Publisher through the PayPal® account.
3.2 Advertiser’s warranties
Advertisers warrant that:
- they will not upload Prohibited Content or provide Content that contains hyperlinks to sites which display Prohibited Content;
- they are authorised by the owner or are the owner of all copyright that subsists in the Content;
- in the event of a payment dispute with PayPal®, they will not at any time interfere with the business of any Publisher or CrankyAds and agree to follow PayPal’s® dispute resolution process provided on its website.
3.3 Payment via Paypal®
- The CrankyAds AMS application is set up for Advertisers to make payment for any Ad purchased directly through the PayPal® electronic payment system. All Ad payments will be processed through CrankyAds’ PayPal® account.
- CrankyAds does not control the methods by which PayPal® facilitates financial transactions and takes no responsibility for the content, control or payment for any PayPal® transaction.
- Twenty-five per cent (25%) of the Ad revenue from all Ads sold using the CrankyAds service will be retained by CrankyAds. This includes:
- Ads purchased through CrankyMart; and
- Ads purchased directly from the Publisher’s website.
- Once payment is received from the Advertiser, and the Publisher approves to publish the Ad, all payments must remain in the CrankyAds PayPal® account for a minimum refund period of thirty (30) days. The thirty (30) day refund period will commence on the date the Publisher approves the Advertiser’s pending Ad.
- The Publisher can access and withdraw from PayPal® their seventy-five per cent (75%) share of the Ad revenue at the end of the thirty (30) day refund period, subject to Clause 4.3(f).
- In the event the Advertiser requests a refund prior to the expiration of the thirty (30) day refund period, and CrankyAds are satisfied there are sufficient reasons to provide the Advertiser with a refund, the Publisher will not be entitled to receive any payment for the Ad. The Publisher will not be entitled to any payment despite the Ad being advertised on the Publisher’s website for part of the Ad campaign duration.
- It is the responsibility of the Advertiser to contact PayPal® if there are any questions or difficulties with a PayPal® transaction
- CrankyAds reserves the right to terminate a Publisher’s account and initiate a PayPal® dispute resolution process in the event of a dispute between any of the parties to this Agreement.
Terms and conditions for Affiliates
In becoming an Affiliate the Affiliate agrees:
- to not use the affiliate code to create an account that will be owned or operated by the Affiliate in any capacity
- to not make false or misleading claims
- to not promote CrankyAds in connection with sites or media containing or promoting illegal activities
- to not promote CrankyAds in connection with sites or media containing or promoting adult content
- to comply with all anti-spam and email marketing laws
The Affiliates acknowledges that:
- the Affiliate is not an employee or representative of CrankyAds in any capacity
- the Affiliate will be compensated for each user that creates a CrankyAds account where CrankyAds determines that the user was referred to CrankyAds by the Affiliate
- the Affiliate will not be compensated for any referrals achieved via a breach of these terms
- the level of compensation will vary depending on the type of Affiliate account. For illustrative purposes, compensation could be (i) a one off fee, (ii) a percentage profit generated by the user referred to CrankyAds by the Affiliate for either a fixed period or variable period, (iii) a discount in fees for the user referred, (iv) a combination of these
- the level of compensation received by the Affiliate for a referred user is based on the settings of the Affiliate account at the time that the referred user creates a CrankyAds account
- Affiliate compensation will be paid to the Affiliate monthly
- Affiliate compensation that is based on a percentage profit or revenue will not include refunded transactions
- Affiliate compensation that is based on a percentage profit or revenue will be paid to the Affiliate after a refund period for the relevant transactions has expired
- CrankyAds reserves the right to terminate any Affiliate account if the actions of the Affiliate are deemed to be inappropriate or undesirable by CrankyAds or the Affiliate is in breach of these terms
- where the Affiliate account is terminated, the Affiliate forfeits any outsdanding compensation not paid to the Affiliate on the date of termination and any future compensation from the date of termination
- a user is tracked via at most one tracking cookie on the user’s browser for at most one Affiliate
- any tracking cookie set on the user’s browser will overwrite any previously set tracking cookies on the user’s browser (“last one wins”)
- tracking cookies are set to expire within 30 days
- user tracking will depend on the browser and other technologies used by the user and CrankyAds cannot guarantee that tracking will work without error
Limitations and disclaimers
5.1 Disclaimer of Warranties
- No warranty or representation is made that the CrankyAds Site and any Content will not cause damage or is free from any computer virus or any other defects or errors;
- Where any law implies a warranty into these Terms of Business which may not lawfully be excluded, then to the maximum extent permitted by law, our liability for breach of the warranty will, at our option, be limited to the supply of the product or services again, or the payment of the cost of having them supplied again.
5.2 Limitation of Liability
- Where liability cannot be excluded, any liability incurred in relation to the use of the Site or the Content is limited as provided under the Competition and Consumer Act 2010 (Cth).
- Under no circumstances will CrankyAds be liable for any incidental, special or consequential damages, including damages for loss of income or other associated revenue arising in relation to using the CrankyAds website or associated technologies or services.
- No warranty or representation that this Site and the Content provided will generate a specific revenue target for the Advertiser.
- Publishers access this Site at their own risk and are responsible for compliance with the laws of their jurisdiction in addition to those contained within these Terms of Business.
- CrankyAds makes this Site available for Publishers to use, but does not assume a duty of care to Publishers. CrankyAds make no representations and provides no warranties regarding the quality, accuracy, completeness, merchantability or fitness for purpose of the Content on the Site.
- CrankyAds takes no responsibility for the improper installation of any of the Plugins.
By using this Site and the Plugins, Advertisers and Publishers indemnify CrankyAds and any respective officers, employees, subsidiaries and agents against any claim or proceeding that is made, threatened or commenced, and any liability, loss, damage or expense (including reasonable legal costs on a full indemnity basis) that CrankyAds may incur or suffer as a direct or indirect result of:
- a breach of this Terms of Business;
- an actual or alleged breach of any law, legislation, regulation, by-law or code of conduct caused by data uploaded or downloaded from our Site; or
- any claims brought by or on behalf of any third party relating to any act or omission by an Advertiser or Publisher, including breach of a third party’s copyright or trade mark.
6.1 Use of Management Account
Publishers and Advertisers agree to keep any passwords provided to the CrankyAds Site confidential and are expressly prohibited from sharing their account details with third parties.
6.2 Management Account Termination
- CrankyAds reserves the right to limit, cancel, suspend or terminate a Manager Account without notice to an Advertiser or Publisher if CrankyAds believes the Advertiser or Publisher is in breach of a material term of this Agreement or are of the opinion that the use of an Account may be a breach of a third party’s intellectual property rights.
- Publishers and Advertisers agree not to hold CrankyAds liable for claims, demands or damages (including actual and consequential) of any kind for the closing of an Account.
6.3 Prohibitions on use
The CrankyAds site, the Plugin’s and the information and facilities contained herein must not be used in any manner that infringes our rights. Publishers and Advertisers must not:
- data mine or conduct automated searches on the Site or the content on the Site, whether through the use of additional software or otherwise;
- frame or mirror the Site;
- tamper with, hinder the operation of, or make unauthorised modifications to the Site or any of its content;
- transmit any virus, worm or other disabling feature to or via the Site;
- abuse, defame, harass, stalk, threaten or otherwise violate CrankyAds legal rights;
- delete any author attributions, legal notices or proprietary designations or labels in any file that is uploaded by an Advertiser or Publisher; or
- refer to this Site to send commercial, unsolicited or bulk electronic messages to anyone or in any other way which would constitute an infringement of the Spam Act 2003 (Cth);
6.4 Take down procedure-general
CrankyAds take all reasonable steps to be aware of the Content uploaded by any Advertiser for use on the Publishers’ websites. CrankyAds has an obligation to remove all material as soon as practical after being notified that Content may be Prohibited Content by being a breach of copyright, other intellectual property right, defamatory or otherwise claimed to be illegal.
To notify CrankyAds of a claimed infringement of copyright please send a notification to the person appointed (Designated Person) by this Site’s owner in order to respond to any allegations of infringing material at support@CrankyAds.com and include the following information:
- the alleged infringing material in which copyright or other intellectual property right is claimed, and its location on any Publisher’s website;
- information about the complaining party (Complainant) including for example, their:
- telephone number (land line and mobile);
- email address;
- an electronic or physical signature of the copyright owner, authorised agent or the owner of the allegedly infringing material;
- identification of the material that is claimed to be infringing or to be subject to infringing activity and that is to be removed and information reasonably sufficient to permit us to locate the materials;
- a statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, agent, or the law; and
- a statement that the information in the notification is accurate and, under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringing
To notify CrankyAds of material that is believed to be that which should be removed from any Publisher’s website, other than because of alleged infringing material, please send an email to the Designated Person at support@CrankyAds.com.
6.5 Take down procedure for Advertisers and Publishers
Advertisers and Publishers acknowledge and agree that if CrankyAds receive a notice of a claim of any infringing material, we may remove the infringing material from the Publisher’s website without further notice.
Provision of service
- CrankyAds may without notice suspend, disconnect or deny an Advertiser or Publisher with access to this Site or to any part of this Site during any technical failure or maintenance period.
- CrankyAds may also choose at its sole discretion to block or deny any particular Advertiser or Publisher with access to any of the Content contained on this Site.
- CrankyAds may make improvements and or changes to this Site and the Content at any time without notice and do not warrant that the information, architecture or navigation will not change now or at any time in future.
- Unless otherwise indicated, CrankyAds reserves all copyright in the content and design of the Site to include the written material, documents, graphics and all the works shown in physical form on the Site including without limitation all text, alt tags, feedback, graphics, photographs, trade marks, logos, sound, music, artwork and computer code. We own all such copyright and provide it to Publishers and Advertisers under the terms of a limited licence embodied in these Terms of Business each time an Advertiser or Publisher downloads the Plugin or widget, or each time an Advertiser places an Ad on a Publisher’s website and or creates an Account.
- Publishers and Advertisers may download, print or copy any content on this Site for their own use but must not sell, lease, furnish or otherwise permit or cause others to download the AMS Application or gain access to this Site without creating a separate Account.
- Publishers and Advertisers must not use, reproduce, communicate, publish, or distribute any of the content on this Site, unless this constitutes a fair dealing for the purposes of the Copyright Act 1968 (Cth) (Act).
- Other than for the purposes of and subject to the conditions prescribed under the Act as otherwise provided for in these Terms of Business, no part of this Site’s content may in any form or by any means (including framing, screen scraping, electronic, mechanical, micro copying, photocopying or recording) be reproduced, adapted, stored in a retrieval system or transmitted without prior written permission.
9.1 Use and Disclosure
CrankyAds are committed to responsibly managing personal information provided by Advertisers and Publishers, according to the National Privacy Principles contained in the Privacy Act 1988 (Cth) (Law) collected from Publishers and Advertisers during their use of this Site or the Plugin. The personal information of Publishers and Advertisers will not be disclosed to any third party, unless such disclosure is permitted by Law or with the Publisher’s or Advertiser’s consent.
9.2 Data quality
CrankyAds take reasonable steps to ensure that the personal information collected, used or disclosed is accurate, complete and up-to-date.
CrankyAds take reasonable steps to protect the personal information that is held from any misuse, loss, unauthorised access, modification or disclosure and take reasonable steps to destroy or permanently de-identify personal information if it is no longer needed.
CrankyAds will collect personal information only by lawful and fair means. The Law requires that the collection of personal information must be obtained from the Publisher and Advertiser directly if it is reasonable and practical to do so. In addition, CrankyAds automatically receives and records information on our server logs directly from the Publisher’s and Advertiser’s browsers, including the IP address and cookie information. This enables CrankyAds to tell when the Publishers and Advertisers use this Site and to help customise the Site experience.
9.5 Opting out
Publishers and Advertisers can unsubscribe to any marketing material by clicking on the functional unsubscribe facility located at the bottom of any email sent by CrankyAds.
CrankyAds may change these Terms of Business by providing notice on its Site. The version of these Terms of Business that apply to Advertisers and Publishers will be available on the Site each time it is accessed.
10.2 Entire agreement
These Terms of Business, and any warranties implied by law which are not capable of being excluded or modified, amount to the entire agreement with both Publishers and Advertisers. Any contact with CrankyAds officers, agents or authorised representatives that includes any statements representations, warranties (if any) whether expressed or implied, including any collateral agreement or warranty, with reference to the subject matter or the intentions of either of the parties are merged and otherwise are excluded and cancelled by those contained in these Terms of Business.
Publishers and Advertisers irrevocably and unconditionally submit to the exclusive jurisdiction of the courts of the State of Queensland, Australia.
Any dispute between any parties to this Terms of Business will be heard by a Court in that jurisdiction.
10.4 No Agency, Partnership or Joint Venture
Nothing contained in this Agreement is deemed as creating, giving effect to or otherwise recognising a relationship of partnership, agency, joint venture or other form of relationship between CrankyAds or any other party.
If any part of these Terms of Business is found to be void, unlawful or unenforceable, then that part will be deemed to be severable from the balance of the document and the severed part will not affect the validity and enforceability of the remaining Terms of Business.
If CrankyAds does not act in relation to a particular breach by an Advertiser or Publisher of these Terms of Business, this will not be treated as a waiver of any right to act with respect to subsequent or similar breaches.