Translink Enterprises Limited Publishers Terms and Conditions

Welcome to Translink Enterprises Limited! Please carefully read these Terms and Conditions ("Agreement") before using our advertising services. This Agreement sets out the legally binding terms and conditions for your use of our advertising services.
Translink Enterprises Limited is a full-service advertising network that provides advertising and marketing consulting services, mass media market analysis, and buying advertising space. As the "Publisher," you are a natural or legal person who contracts or can contract with our platform via the registration form to commercialize all or part of the advertising space on the site(s) you publish. We will collectively refer to ourselves and you as the "Parties," and individually as the "Party."
We have provided definitions for certain terms used in this Agreement to ensure clarity and understanding.

In addition to the capitalized terms defined elsewhere in this Agreement, the following terms shall have the meanings given to them below:
"Ad" or "Advertisement" means various types of online advertisements, including text-based, graphical, interactive, rich media and video, such as banners, buttons, pop-ups, pop-unders, and video advertisements.
"Advertiser" refers to any natural or legal person with whom we have entered a contract for the provision of services to implement one or more campaigns through our platform.
"Advertising Placement Insertion Order" is a written authorization that allows us to print an advertisement or broadcast a commercial.
"Campaign," "Program," or "Membership Program" refers to the operations set up by an Advertiser with the aim of increasing visitor traffic to their site, their sales and/or acquiring new customers through our networking platform.
"Click" means the voluntary activation of a hypertext link by an Internet user situated on your site, redirecting to a page of the Advertiser's site.
"Commission" refers to the remuneration due to you under this contract.
"Advertiser site" is any website linked with an advertiser participating in a campaign, present on our platform, and towards which an Internet user clicking on the link inserted on your site may be directed.
"Publisher site" is any website belonging to you, having been accepted as such by one or several Advertisers, and which can include, within the framework of Programs or Campaigns, links directing Internet users to Advertiser sites.
"Service" means the distribution of Content through our platform.
"Tag" is a collection of a few lines of code inserted within the source code of the web page support, and placed where the advertisement will appear (for the simple formats).
"Traffic" is the collection of clicks and transactions made by your visitors on an advertiser site present on our platform.
"Artificial Traffic" means clicks and transactions that result from a fault or whose origin is automatic operations not resulting from Internet user actions or resulting from the intervention of elements including, but not limited to, bots, robots, requests emanating from electronic mail and chat rooms, script generators, and links placed on sites unknown by you or us, and any other click of unclear origin.
By accessing or using our advertising services, including contributing content or other materials, you agree to be bound by these Terms and Conditions. If you do not agree to these terms, you may not use our services.

2.1. The Publisher agrees to display advertisements in a visible area of their website that does not require scrolling. Additionally, the Publisher agrees not to display these advertisements on a page that consists primarily of advertising messages.
2.2. Each Publisher account is associated with a single unique website. If a publisher wishes to display advertisements on multiple websites with different domain names, they must register each of these websites with the Company.
2.3. Without prior approval from the Company, the Publisher may not display advertising messages on an unvalidated website.
2.4. The Publisher is responsible for installing the necessary scripts to display advertisements on their website at their own expense. The Publisher agrees not to modify or alter the scripts provided by the Company without obtaining prior written approval.
2.5. The Publisher may remove the scripts from their website at any time and may also participate in other advertising networks without providing prior notice to the Company.
2.6. The Publisher agrees to promptly inform the Company of any significant changes to the appearance and/or content of their website. Simply changing the title of the website or its hosting site, size, objective, or update frequency will not automatically terminate the Publisher's contract with the Company. The relationship will continue unchanged, and advertisements will be inserted into the modified website.
2.7. The Publisher acknowledges that they are completely independent from the Company and agrees to comply with all laws, regulations, and decrees. The Publisher must fulfill their obligations to prevent the Company from being held liable by any third party under any circumstances. Otherwise, the Publisher agrees to indemnify the Company for any amount or amounts that the Company may be required to pay to a third party due to the Publisher's failure to comply with their obligations.
2.8. As the head of publication for their website, the Publisher is solely responsible for its editorial content. Therefore, the Publisher guarantees the Company against any legal action and agrees to be liable for any claims and to indemnify the Company against any amounts that it may be required to pay to a third party due to the editorial content of the Publisher's website.
2.9. The Client confirms that they are responsible for regularly checking the Privacy Policy, Publishers Terms and Conditions for updates.

3.1. Term. This Agreement between Translink Enterprises Limited and the Publisher shall begin on the Effective Date and continue for the term set out in the Advertising Placement Insertion Order (the “Term”), unless terminated earlier or extended in accordance with Section 7.
3.2. Suspension by Translink. Translink may suspend this Agreement and the Publisher's access to and use of the Network without notice if the Publisher fails to provide the necessary technical implementation of Ads received, downloaded, and made available on its Publisher Web Site, repeatedly fails to ensure certain editorial quality of its Publisher Website and avoid misuse of content included in or represented by Ads, or breaches any of its representations, warranties, or covenants of this Agreement.
3.3. Termination by Translink. Translink may terminate this Agreement with forty-eight (48) hours' notice to the Publisher if the Publisher materially breaches this Agreement and fails to cure such breach within the notice period, for convenience without cause on thirty (30) days' prior written notice to the Publisher, immediately upon the Publisher's misuse of content included in or represented by Ads that could damage or cause injury to the Network or otherwise reflect unfavorably on the reputation of Translink, or as otherwise agreed by mutual determination by both Parties. If Translink terminates this Agreement due to the Publisher's breach, the Publisher must promptly return all documentation received and cease further use, reception, download, and making available of any Advertisement.
3.4. Termination by the Publisher. The Publisher may terminate this Agreement with ten (10) days' notice to Translink if Translink materially breaches this Agreement and fails to cure such breach within the notice period, or with fifteen (15) days' notice to Translink upon receipt of notice from Translink of its intention to raise Fees pursuant to sections of this Agreement and before the new Fees go into effect or as otherwise agreed by mutual determination by both Parties.

Any fraudulent activity by the Publisher that results in the artificial increase of traffic generated by the Publisher's site for the advertisers on Translink's platform will result in the automatic exclusion of the Publisher and all its sites from the network without prior notice, immediate disconnection from the technical platform, and the immediate, justified dissolution of the contract with no liability for compensation due from Translink. Translink reserves the right to bring any necessary civil or criminal action against the Publisher and to demand, if it so decides, reimbursement of all or part of the amounts unduly paid to the Publisher, as well as damages and compensation.
Fraudulent actions by the Publisher include, but are not limited to:
using one or several procedures to generate or try to generate an artificial increase in the activity of the approved sites;
using one or several maneuvers that require or oblige an internet user to click an advertising message to access any element of the site or confirm participation;
using one or several maneuvers that encourage internet users to click on a banner;
using one or several maneuvers that give rise to remuneration (clicks, double clicks, e-mail address, etc.);
implementation or realization of any canvassing, even if conducted from outside the Publisher's site, by means of spam, messages left on forums, messages left on real-time chats, or any other process.

5.1. Translink Enterprises Limited (hereafter referred to as "the Company") will compensate the Publisher for their participation in Advertiser Campaigns, also known as "Publisher commission". The Advertisers will determine the terms and amounts of this compensation for each Campaign.
5.2. The commission amounts will be calculated based on the statistics collected by the Company's platform, which is owned by the Company. This program is considered the sole source of valid data for the parties involved. The Publisher acknowledges the trustworthiness of this program, which will prevail in the event of a dispute regarding the measurement of all elements (pages viewed, unique visitors, commissions, etc.). The Publisher may access their data through the management interface of their account.
5.3. The commission amounts and calculation methods will depend on the prices and methods applied by Advertisers. Therefore, for certain campaigns (especially lead campaigns), the data giving rise to the Publisher's compensation may require validation by the Advertiser first. In case of a disagreement between the Company's data and that of the Advertiser, the Company will attempt to resolve the disagreement with the Advertiser to communicate the final agreed figures to the Publisher promptly.
An invoice request will be sent to the Publisher once the total amount of their monthly commissions exceeds €100 (ONE HUNDRED EUROS) before taxes, and the Advertiser whose advertisements were published on the Publisher's site, giving rise to these commissions, has paid the Company. This invoice request will be sent in accordance with current regulations, particularly regarding the Publisher's VAT status, and will be available to download in HTML and PDF format on the Publisher's account.
Once this invoice request has been sent, the Publisher is free to send an invoice for the corresponding amount to the Company via their account opened on the Company's platform.
5.4. Payment will be made to the Publisher from the 1st to the 15th of the month following receipt of the invoice sent by the Publisher to the Company, based on the payment method chosen in advance and the information supplied in the Publisher's account on the Company's platform. The Publisher will be responsible for all fees or commissions incurred by using a payment method different from the one initially requested, currency exchange fees, or any errors in the information supplied. These charges will be deducted from the Publisher's commissions due, or invoiced directly to the Publisher by the Company if the transferred amount is insufficient to offset these costs.
The Publisher acknowledges that the Company only forwards funds and therefore absolves the Company of all responsibility in case an Advertiser defaults on payment.
5.5. Note that a commission may apply during the refund process. Translink Enterprises Limited is not responsible for any charges from banks/payment services for refund transactions, and all costs are the client's responsibility.

The commercial relationship established by these general terms and conditions is indefinite. Either party has the right to terminate the relationship for any reason by sending a recorded delivery letter (with proof of delivery) or an email to the other party's email address specified in their registration form, giving 48 hours' notice. Termination of the contract does not affect the payment terms stipulated in the general terms and conditions.
If the relationship is terminated, the Publisher must promptly remove the scripts provided through the Company's platform and installed on their site(s).

The Publisher's display of an Advertiser's visuals and brand on their site does not give them any intellectual property rights over the brand's elements, products, or services.
The Advertiser, or where applicable, the Company, is the sole owner of any data about web visitors collected through the Publisher's site. The Publisher acknowledges that they have no claim to the collected data.

The Publisher agrees to post a privacy policy on their website that is prominently linked from the homepage and contains the word "Privacy." In addition to disclosures about the Publisher's privacy practices, the policy must clearly and conspicuously disclose (a) the Publisher's use of a third party for ad serving activities, (b) the collection and use of information related to ad serving activities and content delivery, and (c) the user's ability to opt out of such collection and use. The Company reserves the right to modify the suggested disclosure language, including requiring certain disclosures mandated by law, by providing written notice to the Publisher. The Publisher agrees to cooperate and post any revised disclosure within three (3) business days of receiving notice. If the Publisher breaches this section and fails to remedy the breach within five (5) days of receiving written notice, the Company has the right to terminate the agreement.

Translink Enterprises Limited and the Publisher agree to keep all details of their contractual relations confidential. Both parties will not disclose any information exchanged before or during the duration of their contract and will take necessary measures to prevent such disclosure by their officers, servants, and agents, even after they are no longer in their employment. This duty of confidentiality covers the data collected on Advertisers' sites, including information obtained during a purchase. The Publisher agrees not to disclose this information.
One of the parties may be released from their obligation of confidentiality, but only after prior written agreement from the other party.

Translink Enterprises Limited exercises due diligence in the context of their contractual relations. As such, Translink Enterprises Limited cannot be held liable for any damages incurred by the Publisher, including trade injury, loss of orders, commercial problems, or the loss of benefits, clientele, or turnover directly or indirectly due to the advertisements displayed on the Publisher's site.
Translink Enterprises Limited cannot be held responsible for any delay, failure, or interruption of the service due to cases of force majeure, external events, or actions by a third party. Neither party can be held responsible for failure to fulfill a contractual obligation that results from a case of force majeure.

At Translink Enterprises Limited, we are dedicated to providing our clients with high-quality services. However, if a dispute arises, we are committed to resolving it in accordance with the applicable laws of Hong Kong.
We may utilize the following methods for dispute resolution:
Litigation. In the event of a dispute, we may seek resolution through the courts of Hong Kong, which are authorized to hear various types of cases, including civil, commercial, criminal, and administrative matters.
Arbitration. If both parties agree, we may choose to use arbitration as a method of dispute resolution. Arbitration is conducted by a private third party or group of third parties known as arbitrators, who render decisions on disputes.
Mediation. We may also use mediation for dispute resolution. Mediation is a process in which an independent third party, known as a mediator, assists the parties in finding a mutually agreeable resolution to their dispute. Mediation can be particularly useful in commercial and family disputes.
Judicial mediation. In Hong Kong, there is the possibility of conducting judicial mediation, in which judges-mediators assist the parties in finding a resolution to their dispute prior to a court decision.

We recommend that our clients contact our legal team or professional consultants to determine the best method of dispute resolution for their specific situation.

In accordance with the terms of this contract, you agree that all information or data of any kind, whether text, software, code, music or sound, photographs or graphics, video or other materials ("Content"), publicly or privately provided, shall be the sole responsibility of the person providing the Content or the person whose user account is used. You agree that our website may expose you to Content that may be objectionable or offensive. We shall not be responsible to you in any way for the Content that appears on this website nor for any error or omission.
You explicitly agree, in using this website or any service provided, that you shall not:
(a) provide any Content or perform any conduct that may be unlawful, illegal, threatening, harmful, abusive, harassing, stalking, tortuous, defamatory, libelous, vulgar, obscene, offensive, objectionable, pornographic, designed to or does interfere or interrupt this website or any service provided, infected with a virus or other destructive or deleterious programming routine, give rise to civil or criminal liability, or which may violate an applicable local, national or international law;
(b) impersonate or misrepresent your association with any person or entity, or forge or otherwise seek to conceal or misrepresent the origin of any Content provided by you;
(c) collect or harvest any data about other users;
(d) provide or use this website and any Content or service in any commercial manner or in any manner that would involve junk mail, spam, chain letters, pyramid schemes, or any other form of unauthorized advertising without our prior written consent;
(e) provide any Content that may give rise to our civil or criminal liability or which may constitute or be considered a violation of any local, national or international law, including but not limited to laws relating to copyright, trademark, patent, or trade secrets.

By providing any content to the website of Translink Enterprises Limited, you give us permission to use, display, modify, publish, distribute, perform, promote, archive, translate, and create derivative works and compilations of the content you provide. This permission includes any moral or other necessary rights, and extends globally, in perpetuity, and without the need for compensation.
You confirm that you have all legal, moral, and other rights to provide us with the license to use your content as stated in Section 7.
You also agree that we have the right, but not the obligation, to refuse to publish or to remove any content you provide on our website, with or without notice, and for any reason at our sole discretion.

Translink Enterprises Limited may display advertisements for third-party goods and services on its website. Any claims or information regarding these third-party products and services are the responsibility of the third party and are governed by their policies. Translink Enterprises Limited is not liable for any interactions or transactions that you may have with third parties.

Translink Enterprises Limited requires you to hold us harmless and indemnify our subsidiaries, affiliates, officers, directors, employees, agents, independent contractors, advertisers, partners, and co-branders against any claims made by third parties that arise from your use of this website or service, your provision of content, your violation of these Terms and Conditions, or any infringement of another person's or party's rights.

By using this website or service, you acknowledge that it is provided "as is" and that you assume all risk associated with its use. Translink Enterprises Limited disclaims all warranties, both implied and expressed, including but not limited to warranties of merchantability, fitness for a particular purpose, and non-infringement.
We do not guarantee that any part of the service will be uninterrupted, error-free, virus-free, timely, secure, accurate, reliable, or of any quality. We also do not provide professional advice of any kind, and any use of such advice or other information is at your own risk. Some jurisdictions may not allow disclaimers of implied warranties, and this disclaimer may not apply to you in relation to implied warranties.

Translink Enterprises Limited is not liable for any direct, indirect, special, incidental, consequential, or exemplary damages resulting from your use of the service, including but not limited to loss of profits, goodwill, use, data, or other intangible losses. This applies even if we have been advised of the possibility of such damages. The limitations on liability apply to (i) the use or inability to use the service, (ii) the cost of obtaining substitute goods and/or services resulting from any transaction entered into through the service, (iii) unauthorized access to or alteration of your data transmissions, (iv) statements or conduct of any third party on the service, or (v) any other matter relating to the service.
Some jurisdictions do not allow limitations on liability, and therefore these limitations may not apply to you.
Translink Enterprises Limited is prohibited from disclosing any account or transaction data or personal information about a cardholder to anyone except for its acquirer, Visa/Mastercard Corporations, or in response to valid government demands.

Regarding communication, Translink Enterprises Limited does not guarantee the accuracy or truthfulness of any statements or materials posted on our website, forum, bulletin board, chat room, or any other interactive area. Users assume all risks associated with relying on information provided in these areas.
We do not endorse or support any statements made by participants in our interactive areas, and any opinions or views expressed are solely those of the individual participants.
Users are solely responsible for their own statements and materials posted in our interactive areas, and we cannot be held liable for any consequences resulting from these statements. We reserve the right to remove any materials that we deem disruptive, abusive, offensive, illegal, vulgar, pornographic, or otherwise objectionable from our interactive areas.
Additionally, please note that when users opt to share content through our social media accounts, the content may be shared through third-party accounts, and we may not have access to the number of friends or followers a user has.

We retain all of our rights to our web site, content, and any goods or services provided, including but not limited to copyrights, trademarks, patents, and trade secrets. You must obtain our prior written consent before using any of our rights or property. We do not grant you any implied or express licenses or rights by providing services to you, and you are not permitted to make any commercial use of our web site or service without our prior written consent.

(i) If any provision of these Terms and Conditions is held invalid by a court with jurisdiction over the parties, such provision will be interpreted to reflect the original intentions of the parties in accordance with applicable law, and the rest of the Terms and Conditions will remain valid and enforceable;
(ii) Failure of either party to enforce any right under these Terms and Conditions will not be considered a waiver of that party's right, and that right will remain in full force and effect;
(iii) You agree that any claim or cause arising from the use of this website or its services must be filed within one year after the claim or cause arose or the claim will be forever barred, regardless of any statute or contrary law;
(iv) We may assign our rights and obligations under these Terms and Conditions and be relieved of any further obligation.