1.
General
o These terms and conditions (“Terms”) shall govern the relationship
between you and us, whereby we provide a demand-and-supply platform via our website
www.leadsbasket.com (the “Platform”) through which you can either purchase
leads as a buyer, or sell leads as a seller, both under the principle of ask and bid (the
“Services”).
o Where used in this Agreement, references to “you” and/or “your” means the individual or
entity which applied to use our Platform and/or Services, and “we“, “our“, “us” means
Affilomania Ltd. and, as applicable, any of its directors, officers, shareholders,
employees, advisors, contractors, subsidiaries and any of its affiliated corporate
entities.
o You must read, agree with and accept all of the Terms contained in these Terms without
modifications before you may access and/or browse and/or register and/or use the Platform
and/or the Services. If you do not agree to be bound by these Terms do not use or access the
Services. Your continued use of the Services represents your consent to be bound by these
Terms.
2.
Definitions
In these Terms, the following words and phrases shall (unless the context otherwise
requires) have the meanings set out beside them:
• “Account” shall mean a personal account opened by any user solely to
enable the use of the Services and/or Platform.
• “Bid” means the price offer for a specific leads Bid request between
the users.
• “Buyer” shall mean any user who is buying traffic by Bidding his
maximum price per lead.
• “Consideration” is the amount due and payable to us, as calculated
based solely on our system’s data and in accordance with the terms of this
Agreement.
• “CPL” shall mean the Services provided will be measured and based on
a cost per lead pricing model basis.
• “Illegal Actions” shall mean illegal, unlawful, fraudulent, improper
activities, as well as breaking into the Platform or attempting to do the same.
• “RTB” means the real-time bidding technology which enables the
operation of the real-time bidding auction system, throughout which the Bid offered for
specific leads’ is determined through a real-time bidding application programming
interface via our Platform.
• “Seller” shall mean any user who is selling (sending) traffic and has
a minimum price per lead.
3.
The Services
o We intend to offer you a limited right to use the Platform and receive the Services
and you acknowledge that the scope and level of the Platform and Services may be reduced
or adjusted by us if and to the extent necessary to make the Services compliant with
applicable law and/or with our policies should and/or as they come into effect.
o The Platform shall be hosted on servers operated by us where we will be the sole
administrators of the servers and you shall not have access to the servers. We will have
access to the data concerning you and your activity via the Platform.
o We do not warrant that the Platform will be free from error or that access to the
Platform will be uninterrupted throughout the use of the Services. We do not warrant
that the Platform will meet any special requirements of condition, quality, performance,
merchantability or fitness for any purpose of yours, or that the Platform will generate
particular revenues or profits for you.
o The Buyers shall be requested to bid a maximum CPL for every campaign on the Platform
(“Max CPL”) and
the sellers will choose an offer to promote from an offer list. Each offer states the
minimum CPL that the seller will get for each lead coming from the offer they selected
to promote
o You warrant and undertake that: (i) you will be solely responsible for any and all of
the leads which you choose to Bid on through the Platform and will meet all the
specifications required of you in order to participate in the RTB (ii) you will
indemnify and hold us harmless against any inquiries raised by any third parties in
regards to the Platform and/or the Services; (iii) you will hold harmless and indemnify
us in the event that the Platform for any reason rejects, refuses, removes or blocks any
Bid at any time if it is determined, for any reason, that you do not comply with the
best industry standards.
o We warrant to you that we maintain robust security practices to guard against the
introduction of viruses, Trojan horses, disabling code, malware or similar hostile items
into the Platform and/or Services. We are in contract with a third-party facilitator
that is compliant with Payment Card Industry Data Security Standard (PCI DSS) which
executes for us the acquiring and payment methods of processing card payments, wire
transfers and other alternative payment methods. We do not store cardholder data
transmitted through our network at any point.
o We are not obliged in any way to provide any further services beyond the
aforementioned. Nevertheless, every service provided by us beyond the aforementioned
will be provided according to our sole discretion.
4.
Membership Eligibility
o The Services are available to and may only be used by individuals or entities who can
form legally binding contracts under the law applicable to them. Without limiting the
foregoing, the Platform and/or the Services are not available to persons under the age
of 18 (“Minors“). If you are a Minor, You may not use the Platform and/or the Services;
your continued use of the Platform and/or the Services constitutes your representation
that you are not a Minor.
o We reserve the right (but are under no obligation) to request proof of age at any
stage, to verify that you are not a Minor. For avoidance of doubt, we shall not be
responsible for any unauthorized use by Minors of the Platform and/or the Services in
any way or manner.
o You understand that laws regarding financial contracts, services and products vary
throughout the world, and it is your obligation alone to ensure that you fully comply
with (and do not violate) any law, regulation or directive, relevant to you and your use
of the Platform and/or the Services. By using the Platform and/or the Services you
warrant and represent that you confirm that such use complies with all laws, regulations
and directives relevant to the use of the Platform and/or Services.
o For avoidance of doubt, the ability to access the Platform and/or the Services does
not necessarily mean that your activities via the Platform and/or your use of the
Services are legal under the laws, regulations and directives relevant to you. For the
avoidance of doubt, it is hereby clarified that we make no representations or
warranties, expressed or implied, that your use of the Platform and/or the Services is
lawful.
o Without derogating from the above, we reserve the right, at our sole discretion, to
deny access to the Platform and Services to anyone as we deem fit.
5.
Registration Information and Requirements
o In order to register to the Platform and the Services you must fill in the information
on the sign-up page and click on the “Continue” button on the bottom of the page. For
the avoidance of doubt, we reserve the right, at any point in time (whether prior to
completion of the registration or afterwards), to refuse to open an Account for you, to
suspend or cancel your Account and exclude you from using the Platform and/or the
Services if you fail to comply with any term or condition of these Terms and all rules
and guidelines of the Service or if we believe, at our sole discretion, that you have
abused these Terms in any way or acted in bad faith.
o You are responsible for securing your username and password for your Account, and you
shall not transfer them to any third party. We are under no obligation to maintain your
user name and password.
o You agree to provide true, accurate, current and complete information about yourself
during the registration process. The information shall include, but may not be limited
to:
•
Buyer Information
• Full name, email address, country of residence, city, street, ZIP code, phone number,
billing address or email;
• If an entity then company name, incorporation number, industry, city, street, ZIP
code, billing email address.
• Credit card information – Card number, expiration date, CVV, full name on card.
•
Seller Information
• For bank transfer – Full name or company name, country, email, bank details including
bank name, SWIFT, IBAN/account number, city, street, country.
Or
(2) For Payoneer account transfer – Account holder’s name, account number, bank name,
routing number, sort code.
• You agree not to impersonate any person, misrepresent any affiliation with another
person, entity or association, use false headers or otherwise conceal your identity from
us for any purpose. You shall notify us immediately upon any change in any of the
details you provided to us.
6.
Payments and Reports
o You may deposit funds into your Account any time during the course of this Term.
Deposits will be accepted by bank transfer, credit card, or any other method of
electronic money transfer acceptable by us from time to time. We shall credit your
Account within two business days after the amount is cleared by our bank.
o A withdrawal by you to a bank account where initial deposits have been performed by
credit cards will be executed back to the same credit card or refunded to the same bank
account that the funds were originally received from. Withdrawals will only be effected
towards you; we will not to effect withdrawals to any other third party or anonymous
account
o If Buyer:
• In order to buy leads on the Platform you must add funds to your Account. Your Account
balance will remain visible to you at all times when logged into the Account and you
will be able to request a refund of your relevant balance via the Platform.
• We may, from time to time and at our discretion, add gift funds to your account. Gift
funds will be added to a separate balance “gift balance”. In case a refund is requested
by you (for the whole amount left in your account or part of it), the gift balance will
reset to 0 first and you shall receive refund for the regular balance only.
• When buying a lead on the Platform you will have full visibility to the purchase
report that will display a description of the lead you purchased and the final sale
price deducted from your Account balance for the said purchase. You understand that the
Consideration will be inclusive in the final sale price deducted from your Account
balance.
•
If Seller:
• The payment will be executed by us on a monthly basis or according to a different
payment plan that is agreed upon with you, by way of wire transfer or Payoneer based on
your preference which you must communicate to us.
• Your Account balance will remain visible to you at all times when logged into the
Account You will have full visibility to the sale report that will display details of
the lead sold and the final sale price inserted to your Account for the sale. You
understand that the Consideration will be inclusive in the final sale price.
7.
Use of the Platform and/or Services
While using the Platform and/or Services, you hereby, represent, warrant and acknowledge
that:
• LeadsBasket hereby grants you, and you hereby accept a personal, non-transferable,
non-exclusive license to use the Platform in order to utilize the Services, as they are
provided to you by LeadsBasket, in the manner permitted by these Terms.
• You acknowledge that any interaction between yourself and any third party with respect
to the Platform and/or Services forms an agreement or engagement directly between you
and any such other third party, including but not limited to the Buyers and/or Sellers,
and this does not in any way create, form or indicate any sign of connection, liability,
endorsement, authorization, sponsorship or affiliation on our behalf with respect to any
such third parties.
• You hold full and sole responsibility for any loss or damage caused due to any act or
omission by you or any third party as a result of inappropriate, irregular or
unauthorized use of your Account. Without derogating from the above, you must inform us
immediately of any unauthorized use of your Account.
• Your conduct shall be respectful at all times and you undertake not to harass any
third party and/or any of us.
• You will use the Platform and/or the Services in good faith towards us and others
using the Platform and/or Services, and third parties which you engage / conduct
yourself with in respect to the Platform and/or Services, and you shall not access or
attempt to access the Platform and/or data and/or materials by any means other than the
interface provided by us, or use the Platform in any manner that could damage, disable,
overburden, or impair any of our servers or the networks connected to any of our
servers.
• You shall not attempt to violate, circumvent or breach any data security,
authentication procedures, accounts, passwords, servers, networks measures, all which
are employed by us or by any third party and/or use restrictions put into place by us to
prevent certain uses of the Platform.
• You shall not access the Platform while not logged onto the Account and/or log into,
or attempt to log into, a server or account which you are not authorized to access.
• You shall not attempt to scan or test the vulnerability of our servers, system or
network and/or interfere with the Platform and/or the Services, by any means including,
without limitation, hacking our servers or systems, submitting a virus, overloading,
mail-bombing or crashing.
• You shall not decipher, decompile, disassemble, reverse engineer or otherwise attempt
to derive any of the source code or underlying ideas or algorithms of any part of the
Platform and/or Services;
• You shall not reproduce, sell, trade, resell or exploit for any commercial purpose,
any, use of the Platform and/or Services.
• You shall not use any LeadsBasket trademark, URL, product name or logo in any way that
incorrectly suggests our affiliation with or endorsement of any person, entity, product
or service; or use any other trademarks, service marks, trade dress, designs or logos
that are confusingly similar to any Leadsbasket trademark, product name or logo or to
the look and feel of the Services.
• We may, at our sole discretion, open, maintain and/or close your Account, and such a
decision or any other decision by us in connection with the Platform and/or the Services
shall be final and not subject to dispute or appeal.
• You hereby acknowledge and accept that the Platform and/or Services may be supplied,
in part or in whole, by third parties and you waive any and all claims against us in
respect of the provisions of the Platform and/or the Services by any such third
party.
• You will not copy, distribute, republish, upload, post or transmit any materials
appearing on the Platform for any other purpose than your use of the Platform and/or the
Services.
• You will not use the Platform and/or the Services for any purpose that is unlawful,
tortuous, abusive, intrusive on another’s privacy, harassing, libelous, defamatory,
embarrassing, obscene, insulting, threatening, hateful, defamatory, slanderous, racist,
any vulgar form of expression, in relation with money laundering, financing terror any
other prohibited activity, and/or compromise security or tamper with system resources
and/or accounts. If you become involved in any violation of system security, we reserve
the right to release your details to system administrators at other sites in order to
assist them in resolving security incidents.
• The leads a buyer can buy on the platform are not opt-in, unless otherwise said
8.
Risk Disclosure
o You agree to use the Platform and the Services at your own risk and we are not
responsible in any way for any acts or omissions nor for your acts or omissions, and you
agree that under no circumstances will you hold us liable for any loss or damage caused
by use of or reliance on any of the Services and/ or the Platform. You hereby
acknowledge that you will bear sole responsibility for any losses caused, directly or
indirectly, to you and/or by you, with respect to any activity on the Platform and/or
Services. For the avoidance of doubt under no circumstances for whatever reason will we
bear any responsibility and/or liability with respect to your use of the Platform and/or
the Services and/or your activity or omissions on the Platform and/or Services and/or
the activity or omissions of the Buyers and/or Sellers.
o Furthermore, you acknowledge and consent that your use of the Platform and/or Services
is done without you relying on any information contained in this Platform or provided by
us. You acknowledge and warrant that you shall bear sole responsibility for any decision
made and/or to be made by you relying on the content of the Platform and/or Services
and/or information provided by us.
o Without derogating from the above, we shall not be responsible for verifying and/or
checking whether you possess such sufficient knowledge and/or experience nor shall we be
responsible for any damage and/or loss incurred by you due to and/or related to the
Platform and/or the Services and/or or anything in respect of your activity and/or
relationship with any third party, and/or any transactions carried out by you with
respect to any third party. We shall not be held liable for any claim, loss or damage of
any kind allegedly caused by information presented on the Platform or referred to by the
Platform.
9. Links
We may provide links to other sites that are controlled or offered by third parties. Such
link to a site or sites is not an endorsement, authorization, sponsorship or affiliation
with respect to such site, its owners or its providers. We have not reviewed any or all of
such links or sites and are not responsible for any of the content of those sites. We
caution you to ensure that you understand the risks involved in using such sites before
retrieving, using, relying upon or purchasing anything via these sites. Links to these
websites are provided solely for your convenience, and you agree that under no circumstances
will you hold us liable for any loss or damage caused by use of or reliance on any content,
goods or services available on other sites.
10.
Cancellation of Services
o We reserve the right to cancel, terminate, modify or suspend the Services and/or the
Platform and/or your registration to the Platform if for any reason, where we have cause
to believe that your activities may be illegal or any instance where one or more actions
via the Platform are judged by us to have been performed in violation of these Terms.
o We reserve the right to cancel, terminate, modify or suspend the Services and/or the
Platform if for any reason, the Services and/or the Platform cannot be conducted as
planned, including infection by computer virus, bugs, tampering or unauthorized
intervention, fraud, technical failures or any other causes beyond our control.
11.
Limited Liability
o You acknowledge and consent that under no circumstances for whatever reason will we
bear any responsibility and/or liability with respect to your use of the Platform and/or
the Services and/or engagement and/or activities and/or financial matters with any third
parties, including but not limited to, your conduct and/or engagement with any of the
Buyers or Sellers. You acknowledge and agree to waive and hold us harmless for any
losses caused, directly or indirectly, to you and/or by you and/or to any other third
party, with respect to the Platform and/or the Services and/or any activity you have
with any third party, including but not limited to, any Buyers and/or Sellers. You
acknowledge and warrant that you shall bear sole responsibility for any decision made
and/or to be made by you relying on the content of the Platform and/or the Services
and/or information provided by us and/or anyone on our behalf.
o We assume no responsibility for any error, omission, interruption, deletion, defect,
technical fault, delay or error in operation or transmission, bugs, viruses,
communications line failure, malfunction, illegal intervention in network equipment,
network overloads, viruses, system errors, malicious blocking of access by third
parties, internet malfunctions, interruptions, theft or destruction or unauthorized
access to, or alteration of, the Platform and/or Services.
o We are not responsible for any problems or technical malfunction of any telephone or
network lines, computer online systems, servers or providers, hardware, software,
failure due to technical problems or traffic congestion on the internet (or
inaccessibility of the internet) or incompatibility between the Platform and/or Services
and your browser and/or any other site accessing program. We make no representations
about the suitability, reliability, availability, timeliness and accuracy of the
Services. All Services are provided “as is” without warranty of any kind. We hereby
disclaim all express or implied warranties with respect to the Platform and Services,
including but not limited to, warranties and conditions of merchantability, satisfactory
quality, fitness for a particular purpose, completeness or accuracy, non-infringement of
intellectual property rights and/or third party rights and/or applicable laws and/or
regulations and/or directives, or that the Platform and Services will be uninterrupted,
timely, secure or error free.
o To the maximum extent permitted by applicable law, under no circumstances shall we be
responsible for any loss or damage resulting from your use of the Platform and/or
Services and/or from any content posted on or through the Platform and/or Services or
from the conduct of any users of the Platform and/or Services, whether online or
offline. You are responsible for implementing sufficient procedures and checkpoints to
satisfy your particular requirements for accuracy of data input and output, and for
maintaining a means external to the Platform for the reconstruction of any lost data. We
do not assume any responsibility or risk for your use of the internet.
o We reserve the right to fully cooperate with any law enforcement authorities or court
order requesting or directing us to disclose the identity of anyone taking any actions
and/or omissions that are believed to violate these Terms.
o In no event shall we be liable to you and/or anyone on your behalf, including but not
limited to any of the Buyers and/or Sellers who you are in contact with, for any damages
whatsoever, including without limitation direct, indirect, incidental, special, punitive
or consequential damages, loss of profit, revenue and/or data incurred by you or any
third party, whether in an action for contract, tort or any other legal theory, arising
out of or in connection with the access and/or use of the Platform and/or Services,
including but not limited to the quality, accuracy, or utility of the information
provided as part of or through the Platform and/or Services or for any decisions made on
the basis of such information, whether the damages are foreseeable and whether or not we
had been advised of the possibility of such damages.
o By accepting these Terms you waive and hold us harmless from any claims resulting from
any action taken by us during and/or as a result of our investigations and/or from any
actions taken as a consequence of investigations by either us or law enforcement
authorities.
12.
Anti¬-Spam
o We prohibit the use of the Services and/or Platform in any manner associated with the
transmission, distribution or delivery of any unsolicited bulk or unsolicited commercial
e¬mail (“Spam”). You are not permitted to use the information of any leads in a way
contrary to the terms of these Terms and you are forbidden to resell the leads and/or to
add any leads to Spam lists.
o We in no way authorize the harvesting, mining or collection of e¬mail addresses or
other information from or through the Services. We do not permit or authorize others to
use the Services and/or the Site to collect, compile or obtain any information about our
users, including but not limited to subscriber e¬mail addresses, which are our
confidential and proprietary information and property.
o We do not permit or authorize any attempt to use the Services and/or the Platform in a
manner that could damage, disable, overburden or impair any aspect of any of the
Services, or that could interfere with any other party’s use of any Service and/or of
the Platform.
o If we believe that unauthorized or improper use is being made of our Platform and/or
Services, we may, without notice and at our sole discretion, take such actions as we
deem appropriate, which may include but are not limited to, blocking messages or access
to our Platform and/or Services from a particular internet domain, mail server or IP
address. We may immediately terminate any account on any Service which we determine, in
our sole discretion, to be transmitting or otherwise connected with any e¬mail that
violates these Terms.
13. Intellectual Property
All content, trademarks, services marks, trade names, logos, icons any other intellectual
property connected to the Platform and/or Services, and any other domain owned, operated,
licensed, or controlled by us, and the Platform and/or Services (the “IP Rights“) are our
sole and exclusive property, and we retain all right, title, and interest in the IP Rights.
You agree that you will not acquire any rights whatsoever in the IP Rights and you agree
that no IP Rights are transferred to you by access to our Platform and/or Services or in any
other way.
14. Indemnification
You agree to defend, hold harmless and indemnify us from and against any and all claims,
liabilities, damages, losses, fines, sanctions, costs and expenses, including without
limitation attorney fees and costs, arising out of or in any way connected with (i) Your
access to or use of the Platform and/or Services; (ii) Your violation of any of the terms of
these Terms; (iii) Your breach of any applicable laws, regulations or directives; (iv) Your
interaction and/or activities and/or omissions with any third parties whatsoever, including
but not limited to, the Buyers and/or Sellers.
15.
Term and Termination
o These Terms shall remain in force until terminated by you or by us. We may terminate
these Terms and your Account with immediate effect by providing you with a termination
notice; you may terminate these Terms with immediate effect by providing us with a
termination notice. As of termination, you shall cease accessing the Platform and using
the Services. Upon termination, we, at our sole discretion and with or without notice,
may terminate your access to any or all Services, and remove and discard any information
or content related to you.
o Termination of these Terms shall not affect any of the provisions herein which are
expressly or by implication intended to come into force or continue in force on or after
that termination.
16. Disputes
You agree that in any case of an issue relating to the quality of a purchased lead and/or if
the item is missing or incorrect, the Buyer can submit a dispute claim through our Platform
regarding the purchased lead. The dispute shall be determined by our dispute resolution
representatives within fourteen (14) working days once the dispute is submitted, and in the
event that the dispute is found in favour of the Buyer then we may deduct from the Seller’s
account the final sale price and refund the Buyers Account the final price sale.
17.
Customer Support
o You may contact us in connection with anything related to the Platform and/or the
Services at any time via our customer support at leadsbasket.com and/or via Email at
support@leadsbasket.com
o Any communication with our customer support will be handled with the utmost care and
without any delay. For such purpose, we will contact you via the contact details
provided to us, and you hereby provide your consent for such contact.
18.
Miscellaneous
o These Terms shall be governed by and interpreted in accordance with the laws of Israel
excluding that body of law pertaining to conflict of laws. Any legal action or
proceeding arising under these Terms will be brought exclusively in courts located in
Tel Aviv, and the parties hereby irrevocably consent to the personal jurisdiction and
venue therein.
o In the event that any provision in these Terms is held to be invalid or unenforceable
by a court of competent jurisdiction, the remaining provisions of these Terms will
remain in full force and effect and will be interpreted so as to give effect, to the
fullest extent possible, to the purpose of that provision.
o The failure or delay on our part to enforce any right, power, remedy or provision of
these Terms, or partial exercise of such right, power, remedy or provision will not be
deemed a waiver of such right, power, remedy or provision.
o We shall be entitled, at our sole discretion, to amend, modify, or discontinue, from
time to time, any of the Services and/or the Platform. We shall not be liable for any
loss suffered by you resulting from any changes made and you shall have no claims
against us in such regard.
o We may transfer, assign or pledge these Terms or any rights and/or obligations
hereunder to any third party without your consent. You may not transfer, assign or
pledge in any manner whatsoever any of your rights or obligations under these Terms.
o Unless explicitly stated in these Terms, nothing herein shall: (i) be construed as
creating any agency, arrangement, trust of fiduciary relationships or any similar
relationship between you and us; or (ii) create or confer any rights or benefits to any
third party.
o Any notice provided by us to you, either through your Account, the Platform or by
e-mail will be deemed received within 24 hours from the time in which such notice was
dispatched.
o We may amend these Terms from time to time, at our sole and exclusive discretion and
without providing any prior notice, by posting the amended Terms on the Platform. You
are responsible for checking whether these Terms were amended before each time you use
the Platform and/or the Services. Any amendment shall come into force as of the day it
was published on the Platform, unless provided otherwise. If you do not agree to be
bound by the changes to the Terms do not use or access the Platform and/or the Services
and inform us in writing immediately. Your continued use of the Platform and/or the
Services constitutes your acceptance to the amended Terms.
o These Terms constitute the entire and whole agreement between you and us in respect of
the use of the Platform and/or the Services, and supersedes any and all prior agreement
between you and us in relation to the use of the Platform and/or the Services. You
confirm that you have not relied on any representation save for any express
representation made by us in these Terms.
o These Terms have been drafted in the English language. In the event of any discrepancy
between the meanings of any translated versions of these Terms and the English language
version, the meaning of the English language version shall prevail.
