Terms & Conditions

Terms of Use and Representation Agreement

The Blogger Network LLC, DBA: Monumetric (“Monumetric”, “The Company, “we,” or “our”) is a comprehensive services provider for sites and publishers. We look forward to your (Publisher) participation in our program. This Agreement provides you with the terms and conditions that govern that participation. By using any of Monumetric’s services, you indicate that you agree to all these terms and conditions (“Terms”) unless otherwise specified in a separate document signed by both parties. PLEASE READ this Agreement in its entirety and DO NOT USE Monumetric’s services or website if you disagree with any terms or conditions.

1. DEFINITIONS

“Agreement” means these Terms and Conditions.
“Company’s Commission” means the amount of Gross Advertising Revenue withheld by Monumetric for their services.
“Effective Date” means the beginning of this Agreement based on when Monumetric’s services commence for the Publisher.
“Minimum Payment Amount” is the required unpaid revenue amount required before a payment will be issued to the Publisher. The current Minimum Payment Amount is USD 10.
“Net Advertising Revenue” means all revenue from Advertisements sold by Company for the Property less agency fees, chargebacks, bad debt, brand research fees, refunds, and other such offsets. Unless otherwise provided in this Agreement, advertising revenue shall be recognized as and when the associated Advertisements are displayed on the Property.
“Property” means your URL and all subdomains of that URL, including all webpages appearing at such URL and subdomains, all mobile versions of the same, all enhanced versions of the same, and all future means of communication that utilize that URL or such subdomains of that URL. The parties agree that the Properties may be amended from time to time during the term of the Agreement by email approval to Publisher by an authorized representative of Company delivered to Publisher’s email address provided in this Agreement (or another email address as mutually agreed on by the parties).
“Publisher’s Net Revenue” means Net Advertising Revenue less Company’s Commission and Serving Fees.
“Serving Fees” means advertisement serving and trafficking fees, advertisement operation fees, advertisement production fees, rich media fees, and expenses attributable to the Service.

2. TERM

The term of this Agreement commences on the Effective Date and shall continue on a month-to-month basis (the “Term”) until the Publisher provides written notice of non-renewal at least 30 days before the expiration of the then-current Term or Company notifies the publisher in writing. If ads remain live for 72 hours after the publisher notice period, the site will be re-activated in our system, and another 30-day notice will be required to terminate ads with Monumetric. The ad setup for your site must remain the same during this notice period.

3. DESCRIPTION OF SERVICES

Monumetric is a full-service monetization platform for small to large online publishers. Monumetric will conduct online advertising tag implementation for each URL associated and listed in the agreement for the publisher’s website, billing for and on behalf of the ad network, and payment distribution to the publisher. Additional services may be rendered to the Publisher as noted in Sections 8, 10, and 12.

4. REPRESENTATION RIGHTS

Publisher grants Company the non-exclusive, worldwide right to represent the Property to Advertisers, negotiate the sale of Advertisements on the Property with Advertisers and sell all Advertisement Inventory on the Property, subject to any minimum rate requirements established by Publisher from time to time.
The Company may use third-party advertising companies to serve ads. These companies may use aggregated information (not including name, address, email address, or telephone number) about your visitors to this and other Websites to provide advertisements about goods and services of interest to them. The Company may also use industry-approved methods to collect such data such as “cookies” and “pixels.”

5. COMPENSATION

Publisher shall be paid the amount of Publisher’s Net Revenue generated by the Company. In consideration of the Company’s services, Company shall be entitled to the Company’s Commission. The Company shall pay Publisher’s Net Revenue in U.S. dollars, excluding all applicable sales, use, and other taxes. Publisher shall be responsible for and shall pay any applicable sales, service, or other taxes or duties, tariffs, or the like relevant to the Publisher’s Net Revenue.

6. MARKETING/PUBLIC RELATIONS

Each party shall have the right to refer to and promote its business relationship with the other party in a mutually agreed corporate press release or otherwise.

7. YOUR OBLIGATIONS TO MONUMETRIC

You agree to keep your posts respectable and authentic and agree not to post objectionable content.
You agree to bring any problem or issue you have with Monumetric to our attention and allow us to resolve that item before making it public or sharing it with others.
One-Warning Policy: You will be invited to leave after one written warning if your conduct is abusive, disrespectful, or offensive.
Your Representations and Warranties

You represent and warrant to Monumetric that:

By using Monumetric’s services, demand, or code, you represent that you are authorized to participate in this Agreement with Monumetric on behalf of your Property.
You agree that the following methods of generating visitor interest are prohibited and may be grounds for immediate termination, in addition to other remedies available to Monumetric: mailing emails to persons other than those persons who have requested to receive such emails (i.e., spamming), use of unsolicited email or inappropriate newsgroup postings, auto spawning of browsers, or automatic redirecting of visitors, blind text links, misleading links, forced clicks (a person should never be ‘forced’ to click on an Ad Tag because their browser has been hijacked, or because an Ad Tag has been altered so that it is impossible to close without clicking it), or any other method that may lead to artificially high numbers of delivered clicks or views.
These Terms are supported by reasonable and valuable consideration, the receipt and adequacy of which you acknowledge. Without limiting the preceding, you acknowledge that such consideration includes, without limitation, access to our community and recognition and compensation that may arise because of using our services.

8. MONUMETRIC’S OBLIGATIONS DURING THE TERM

Advertising Services. Monumetric shall provide direction and support to Publishers concerning suggested advertising placements to achieve industry-acceptable CPM rates. Monumetric will generate and implement ad tags for each website URL included in the agreement. The Publisher may desire to implement the ad tags themselves. See Section 9.1. Monumetric will represent the website to advertisers interested in purchasing inventory on the website. Monumetric shall exercise the best judgment in ad placement by restricting advertising on a Publisher’s website that contains unethical messaging or images that may harm the Publisher’s reputation. The Publisher must adhere to the Google AdSense Program Policies described in Section 9.4 of this Agreement.
Communications. Monumetric shall respond to a Publisher in a timely manner. Any delay in response to the Publisher is not grounds for terminating this Agreement. Monumetric shall generate and share performance reporting via an online dashboard to Publisher once each business day. Any significant delay in the dashboard reporting will be communicated to the publisher. It should be noted that daily reporting is not to be interpreted as final earnings as many advertisers will withhold reporting until the end of each calendar month. Monumetric shall communicate any mergers or acquisitions that occur to the Publisher.
Terms & Termination. Upon termination, Monumetric shall distribute unpaid revenue to Publisher as described in Section 10 unless the Agreement is breached by the Publisher as described in Section 11.

9. PUBLISHER OBLIGATIONS DURING THE TERM

Tag Implementation. If Monumetric and Publisher agree that the Publisher will implement ad tags, the Publisher shall implement ad tags in a reasonable time and keep ad tags in place throughout the length of the Publisher agreement. The Publisher must keep the tags live for a minimum of 30 days after the site first goes live with Monumetric. If the Publisher fails to keep the tags live for 30 days, the Publisher will not receive any of their earned revenue.
Ads.txt file. The Publisher Agrees to allow Monumetric to maintain and update the Publisher’s website Ads.txt file throughout the Term. Monumetric will do this via one or more of the following methods:
1. Updates pushed through the Monumetric WordPress Plugin that will modify/update the ads.txt file
2. Redirect (301) traffic that goes to the Publisher’s domain ads.txt (i.e. domain.com/ads.txt) to one of Monumetric’s domains that serves a customized ads.txt on behalf of the Publisher’s domain.
3. Log into the Publisher’s website admin panel and modify the ads.txt
4. Provide Monumetric FTP/SFTP access to their server to modify/update the ads.txt file on the Publisher’s server
5. Require the Publisher to be responsive to notifications in the Monumetric Console and/or emails regarding missing records from the Publisher’s Domain ads.txt and require the publisher to update and maintain their own ads.txt if none of the other methods work.
Communications. The Publisher shall be responsible for notifying Monumetric if they will be removing or altering ad tags. Failure to do so may result in termination of the Agreement as defined in Section 12.
Acceptable Content. The Publisher shall adhere to Google AdSense Program Policies. By agreeing to this Agreement, the Publisher is adhering to these policies. Failure to adhere to the Google content policies will immediately terminate the Agreement.

10. PAYMENT

In consideration of the obligations to be performed by Publisher under this Agreement, Monumetric agrees to compensate Publisher as follows:

Individual payments must meet the Minimum Payment Amount requirement. If a Publisher’s unpaid Net Revenue does not meet or exceed the Minimum Payment Amount, then that Net Revenue will be retained by Monumetric until the cumulative unpaid Net Revenue meets or exceeds that requirement.
All advertisers (or advertising agencies as applicable) shall be directed to make all payments with respect to the sale of Publisher inventory and services directly to Monumetric. Publisher hereby appoints Monumetric as its agent and attorney-in-fact to collect such payments from inventory directly sold through Monumetric.
Revenue generated from additional services described in a separate addendum will be paid according to the specified agreements negotiated by the Publisher and Monumetric.
All payments due to the Publisher under this Agreement are exclusive of taxes, duties, levies, tariffs, and other governmental charges (including, without limitation, VAT) (collectively, “Taxes”). Publisher will be responsible for payment of all Taxes and any related interest and penalties resulting from any payments made hereunder, other than any taxes based on Monumetric’s net income.

11. TERM & TERMINATION

This Agreement will commence on the date specified in the Online Publisher Ad Serving Agreement and will continue for the term specified therein. Unless otherwise specified in the Agreement, the terms of the Agreement will be automatically renewed thereafter month to month periods provided that a written notice to terminate is not submitted by either party to the other at least thirty (30) days before the end of the current term.
The Publisher may terminate the Agreement at any time upon thirty (30) days prior written notice for any material breach by the other party of the Agreement if the material breach is not cured within the 30-day notice period.
Monumetric shall have the right to immediately terminate this Agreement at any time without notice. Monumetric will terminate the Agreement if the Publisher:
1. violates the Google AdSense Program Policies described in Section 9.4 of this Agreement.
2. edits, changes, manipulates or otherwise modifies any code related to the services provided by Monumetric
3. is banned for any reason from using Google AdSense or the Google Ad Exchange
4. is participating in arbitrage campaigning with fake traffic or
5. Purchasing paid bot traffic or any other fake traffic to the site.
The Publisher shall have the right to immediately terminate the Agreement if the Company fails to remit payment according to Section 11 of the Agreement. For any other reason for termination, the Publisher must give the Company thirty (30) days’ notice according to Section 12.1.
If the Publisher removes ad tags before or during the 30-day notice period, the Publisher will be charged an additional USD 0.20 CPM termination fee on the Publisher’s last 60 days’ performance. (Filled Impressions/1000) * 0.20 = USD Fee
After the 30-day notice period has expired, the Publisher has 72 hours to remove their ad tags unless otherwise communicated. If after 72 hours the ad tags are still live on the site – Monumetric will assume the Publisher wants to continue their Agreement with Monumetric, and the Publisher’s account will be set back to “active.” If the publisher wants to terminate this Agreement later – they must submit another 30-Day Notice to Monumetric.
Upon any termination or expiration of this Agreement, the following shall occur:
1. Publisher shall promptly remove all Advertising and related tags and code and any Monumetric identification and links from the Publisher Properties.
2. Following such termination or expiration, Monumetric shall remit final outstanding revenue less any termination fees incurred to the Publisher according to the terms outlined in Section 11.5 of the Agreement. The final payments shall be made at regular intervals as described in Section 10, and the Publisher will not receive the final payment until Monumetric has received all earned revenue from vendors.

12. PROPEL PROGRAM REQUIREMENTS

In accordance with this Agreement, all those who choose to participate in the Propel Program and pay the Propel Program activation fee will be entitled to full membership benefits, including:
1. Implementation of ads
2. influencer opportunities and iv. future discounts or opportunities.
As a member of the Propel program, the publisher agrees to:
1. Allow Monumetric to install the ads on the site,
2. Maintain six (6) Monumetric display ads on-site at all times, consisting of two (2) 728×90 leaderboards and four (4) 300×250 medium rectangles (with at least one Above The Fold (ATF) ad);
3. Allow Flight or current Monumetric mobile solution to run on their site (unless in a contract with another mobile provider before joining Propel),
4. Not create new contracts with external ad providers or have additional display ads provided and/or managed by external ad providers.
5. Inform Monumetric of any request for new ad partners
6. Allow Monumetric the right to place in-image ads on their website when going live with Propel
If a publisher is denied by any advertising partner and/or Monumetric cannot successfully implement ads on the publisher’s site, a publisher may request a partial refund of the Propel Program activation fee. USD 10 will be deducted to cover payment processing and URL submission costs in case of a refund.
The publisher is considered an official member of Monumetric and “live” when a publisher is approved by sufficient advertisers and successfully implemented ads on their site. If a Publisher leaves the program without sufficient notice to Monumetric, no refund will be granted. A 30-day notice is required before leaving Monumetric.
Failure to give notice will result in an early termination fee, as discussed in Section 11.5.
When a Propel site reaches a count of 80,000 monthly page views or higher for two consecutive months, it will qualify for graduation into the Ascend program. Upon graduation, the publisher will be released from the obligations within this section except for the requirement to give a 30-day notice if the Publisher decides to leave Monumetric.

13. CONFIDENTIALITY

During the Term of this Agreement and for a two (2) year period after that, Publisher will agree not to disclose any confidential or proprietary information Monumetric provides to Publisher or Publisher otherwise obtains about Monumetric during this Agreement. Such information includes, but is not limited to,

All Monumetric technology, technical specifications, reporting, and sales materials,
Information and data regarding advertisers, advertising buys, and financial performance of Monumetric, and
All of which shall belong exclusively to Monumetric.

14. LICENSING THE PUBLISHER GRANTS TO MONUMETRIC

The Publisher grants Monumetric a worldwide, transferable, royalty-free license to link to the Monumetric Webpage and serves Advertising into the Monumetric Ad Network for the permitted uses outlined in this Agreement.
The right to use the Publisher’s name, likeness, photograph, and biographical material in connection with all permitted uses outlined in this Agreement. The Publisher shall always be credited as the Publisher of the materials used in connection with all allowed uses by Monumetric.
Except as expressly outlined in this Agreement, neither party grants the other party any other licenses to its content, proprietary materials, and intellectual property, including all copyrights, trademarks, trade names, service marks, patents, and all such rights are reserved.

15. REPRESENTATIONS & WARRANTIES

Each party represents and warrants to the other party that:

Such party has the right, power, and authority to enter into this Agreement and perform its obligations as set forth herein. There are no agreements or arrangements, written or oral, that would be breached upon the respective party’s execution or performance of this Agreement, that would restrict, interfere or conflict with the respective party’s obligations under this Agreement, or that would diminish the other party’s rights granted under this Agreement.
Each party shall comply with all the terms, conditions, obligations, and restrictions in this Agreement and with all applicable laws, rules, and regulations concerning its performance under this Agreement.

16. NEGATIVE CONSEQUENCES

Occasionally negative consequences may arise, such as user experience changes or blacklisting of demand providers. Monumetric shall work to fix the cause of the negative consequences. However, Monumetric shall not be held responsible, financially or otherwise, for the negative consequences that arise from the action, or inaction, of any publisher, vendor of Monumetric, or Monumetric itself.

17. INDEMNIFICATION

Each party shall defend, indemnify and hold harmless the other party, its affiliates, employees, successors, and assignees, against and from any third-party claims, liabilities, damages, fines, penalties, or costs of whatsoever nature (including reasonable attorney’s fees and expenses) (collectively, “Claims”), caused by or arising out of such party’s breach of its covenants, representations, and warranties under this Agreement. The indemnified party shall promptly notify the other party of any claims seeking indemnification. The indemnified party shall have the right to control the defense and settlement of any such claims indemnified party shall reasonably cooperate in addition to that.

18. SEVERABILITY

In the event, any section, clause, or provision of this Agreement is adjudged to be invalid or void for any reason. Such invalid or void section, clause, or provision shall not affect the whole of this instrument, and the remaining sections, clauses, or provisions hereof shall remain operative and shall be carried into effect insofar as legally possible.

19. GOVERNING LAW

The law of the State of Utah, without regard to its conflict of law principles, governs all matters arising under or relating to this Agreement.

20. ASSIGNMENT AND DELEGATION

Neither party may assign its rights or delegate its obligations under this Agreement without the other party’s consent, which party shall not unreasonably withhold its consent.