REVENUE DRIVER GENERAL TERMS OF SERVICE

PLEASE READ VERY CAREFULLY THESE TERMS AND CONDITIONS AND OTHER INFORMATION AVAILABLE ON REVENUEDRIVER S.R.L. (HEREINAFTER, “REVENUEDRIVER”) WEBSITE BEFORE REGISTERING AND OPEN YOUR ACCOUNT. BY REGISTERING AND PARTICIPATING IN THE REVENUE DRIVER DOMAIN PARKING PROGRAM (HEREINAFTER, “RDPP”) YOU EXPRESS YOUR CONSENT AND ACCEPT ALL THE FOLLOWING TERMS AND CONDITIONS.

This agreement is made between you (hereinafter referred to as “the client”) and REVENUEDRIVER, and contains all terms and conditions governing the usage and other aspects of REVENUEDRIVER Services and RDPP. It constitutes the complete and sole agreement between REVENUEDRIVER and you, and will take effect upon the first use of REVENUEDRIVER Services.

REVENUEDRIVER services and RDPP are available at the following URLs: http://www.REVENUEDRIVER.com, http://members.REVENUEDRIVER.com

Definitions
In the present agreement the following terms have the following meanings:

1. agreement: the present terms and conditions between you and REVENUEDRIVER;
2. REVENUEDRIVER Services and RDPP: a set of domain name hosting; domain name traffic management; customized search engine optimization services, as better described below, enabling you to exploit the economic value parked domains within the REVENUEDRIVER parking platform;
3. domain parking: monetization of traffic generated by domain names enlisted within the RDPP as from separate agreements with third parties advertising publishers
4. gTLDs and ccTLDs: generic/country code Top Level Domain;
5. URL: Uniform Resource Locator
6. third party rights: the exclusive right to use a denomination held by such right holder, such right deriving by trademark; company name; personal name; copyright; trade secret; patent and any other intellectual right;

 

1. REVENUEDRIVER Services and RDPP description

REVENUEDRIVER Services allow you to open an account in the RDPP in order to enlist an unlimited number of domain names and park such domain names in the RD parking platform, in order to earn money on the genuine traffic generated by the parked domain names. Through REVENUEDRIVER Services and RDPP, you will able to:

1. use templates, web and graphical designs, frames, images, link positioning, layouts and other REVENUEDRIVER proprietary material to the limited extent of the present agreement;
2. receive personal user-id and password to access to your personal account in order to manage REVENUEDRIVER Services features of your competence.

 

2. Registration – Account configuration

Upon acceptation of the present agreement, you may participate in the RDPP by opening your personal account. You must fulfil all the instructions and give your true, accurate and detailed personal and correct payment information, including any tax forms as from any applicable tax law. REVENUEDRIVER is entitled to terminate, at its sole discretion, the present agreement in case of submission of false information.
By the completion of the registration process the present agreement will be effective.

3. Privacy

REVENUEDRIVER is firmly concerned with the protection of its customer’s privacy.
According to applicable law – art. 13 d.lgs. n.196/03 Privacy Code and Directive 95/46/CE and Directive 2002/58/CE - REVENUEDRIVER use of your personal data is construed on the following principles. REVENUEDRIVER will use only the personal, payment and tax information submitted during the registration process.

1. Purposes of data use:
   1. IP address are used to assist a safer and regular use of our web-relates REVENUEDRIVER Services and RDPP and to facilitate, through the use of cookies, the visits and usage of REVENUEDRIVER services;
   2. Personal Data are requested in order to process and execute this agreements provisions and to issue/receive correct invoices and payments details;
   3. Hyperlinks hosted and published on the parked domain names are provider by third-party advertising partners, and therefore REVENUEDRIVER is not responsible of their content of other privacy policies;
   4. you are entitled to address any request in any moment concerning the functioning, the amendment and other instances regarding your personal data, and in general to the full exercise of your rights as foresee by art. 7 of d.lvo. 196/03 - Italian Personal Data Protection Code, by contacting the REVENUEDRIVER authorized privacy manager at:
      Revenue Driver srl
      Via sestriere 25
      00136 ROMA (IT)
      
   5. REVENUEDRIVER is the controller for the personal data processing under the art. 7 d. lvo. 196/03
2. Communication to third parties
   1. Marketing of your personal information may only occurs upon your express authorization. Disclosure of your personal information may be necessary in order to respond to legal requirements, enforce our policies, respond to claims that a listing or other content infringes the rights of others, or protect anyone's rights, property, or safety. You declare to have read and accepted the REVENUEDRIVER Privacy Policy, embodied in the present agreement.

 

4. Use of REVENUEDRIVER Services and RDPP – Violation

 

1. You may not use our sites and services if you are under the age of 18 or you are not able to form legally binding contracts, or if your REVENUEDRIVER account has been suspended or terminated due to any previous violation of the present agreement.
2. Fraudulent traffic and any other action causing people and final internet users to visit the parked domain sites in any fashion is not compliant in any manner to any REVENUEDRIVER Service and to RDPP. The following actions are examples of “Fraudulent traffic”:
   1. misleading links in which final internet users are persuaded or encouraged by any means to perform a search in order to obtain some other benefits;
   2. exit traffic, search from 404 or other error messages;
   3. listing or promote URLs of parked domain names in newsgroups; bulk emailing; icp/istant message software; chat room; forum; iframes; zero pixel frames; hit bots; click bots; spiders; cgi-scripts; java-scripts; sourcing traffic through search engines marketing;
   4. buying internet traffic in any form and method, including traffic driven by PPC campaigns; traffic directed from hyperlinks or any advertising networks;
   5. require, incentivize or encourage end internet users to click or navigate in links and buttons displayed in the parked domains;
   6. repeated manual clicks.
3. Any modification or attempt to decompile software and other source code of the graphical material displayed in the parked domains, including website look-and-feel, is prohibited. You will not attempt to directly or indirectly cache, store, process, edit, modify filter the parking pages and its contents in any manual or automated fashion;
4. you may not perform any automated method to increase traffic, including automated requests to the RDPP;
5. Should REVENUEDRIVER find or become aware of, upon ordinary checks performed within its system, or upon notification by third party, the violation of one of abovementioned provisions, your REVENUEDRIVER personal account will be terminated together with any obligation –i.e. payments- arising from the present agreement, without prejudice of other legal remedies against you from for any damage caused to REVENUEDRIVER.

 

5. Representation and Warranties

Using the REVENUEDRIVER Services you represent and warrant that:

1. every information, data, statement made to REVENUEDRIVER is true and correct, in particular those relating your identification data; correct payment information data; contact information; age;
2. you authorize REVENUEDRIVER to use any of domain names URLs enlisted in your REVENUEDRIVER personal account for the purposes of the present agreement;
3. you are entitled to use and display any of other parties intellectual property for the purpose of the present agreement;
4. you are the registrant, of their duly authorized agent, for all the domain names enlisted in your REVENUEDRIVER personal account;
5. you will not use any of REVENUEDRIVER services of RDPP for any purpose that could be unlawful of prohibited under these terms and conditions or that could in any manner cause damages or other injuries to us, or infringe any other third party’s property and or right;
6. you acknowledge that the content displayed in the Parking page is generated automatically, without ant warranty as to the appropriateness, validity and non-infringement of such content. You are entitled to discontinue, at your sole discretion, any service relating a parked domain name;
7. you are the only responsible for the use of REVENUEDRIVER Services and RDPP, and therefore will indemnify REVENUEDRIVER of any claims arising in relation to this clause;
8. you are confident with the domain name aftermarket industry, including the functioning of gTLDs and ccTLDs registration, transfer, management; and its common practices and standards;
9. you expressly warrants that each information submitted to REVENUEDRIVER in the execution of the present agreement, including URLs and any website content, will not be contrary to any applicable legal provision concerning pornography; obscenity; pedophilia; bestiality; necrophilia; incest. You further warrants that your URLs and relevant web site pages will not display any of the following content: hacking/cracking; illicit drugs and drugs paraphernalia; blasphemous; illicit gambling; sales or promotion of weapons, hard alcool, tobacco, imitations of trademarked products and any other content that is illegal, promotes illegal activity or infringes third party rights.

 

6 REVENUEDRIVER Right

You are aware of the fact that REVENUEDRIVER may terminates the present agreement at its sole discretion, without prior advices, if any of the warranties of art. 5. above are not met or have been violated, without prejudice of any further claims and remedies. REVENUEDRIVER expressly reserves the right to change or modify any of the terms and conditions contained in this Agreement or any policy governing the Services and RDPP, at any time, by posting the new agreement at http://www.REVENUEDRIVER.com/ or such appropriate URL. You are responsible for regularly reviewing any updates to this Agreement. Any changes or modifications to this Agreement will become automatically binding after their publication on the website and in any case upon written acceptation by the parties, or user execution of online subscription process.

7. Payment

REVENUEDRIVER will pay you a monthly commission (not less than 20% of gross generated revenues) for using the advertising spots of your parked domains, such a commission being determined on the basis of the global monthly amount of revenues generated by end internet users active and genuine use of your parked domain names. Only legitimate and genuine traffic will be taken into account to calculate the revenues generated by parked domain names traffic. REVENUEDRIVER is entitled to refuse payments associated to unconfirmed or untrue PayPal and other paying accounts, being REVENUEDRIVER entitled to ask for further identity and other data verification before releasing any payment. REVENUEDRIVER will refuse payments for revenues deriving from fraudulent or illicit domain name traffic as set for in articles 4.a) and 5.i) of the present agreements. As revenues depend by Advertising Providers click/rates, REVENUEDRIVER may not determine any price, and clients are advised that REVENUEDRIVER will pay commissions related to actual share of revenues received from advertising provider. For the same reasons, in case of Advertising Provider’s late payment, REVENUEDRIVER will not be held responsible before its costumers for any payment delay relating revenues generated by domain names provided with links and other content served by late-paying Advertising Providers. All revenues will be paid in US Dollars within forty-five (45) business days after the end of each calendar month if it exceeds the minimum amount of $ 50,00. In the event that the commission is less than such amount, you will be paid within forty-five (45) business days after the end of the month in which the total amount of revenues collected and unpaid exceeds such amount. Prior to receives payments you must have provided REVENUEDRIVER with any documentation required according to any applicable local or national tax law or tax agency/authority.

8. Taxes

You understand and agree that REVENUEDRIVER will not withhold or pay taxes directly or indirectly unless in its sole discretion determines that may be liable for any such taxes, in which case REVENUEDRIVER shall withhold the estimated amount and notify You of such withholding. You understand and agree that it is your responsibility to pay all local, state, federal, and/or foreign taxes on income received from the Service. You agree to indemnify REVENUEDRIVER from, and promptly reimburse to, any claim or assessment of Taxes by any local, national, foreign, state, and/or taxing authority, and any other costs and damages, arising from or in connection with the operation of this paragraph.

9. Limitation of liability

REVENUEDRIVER will not be responsible to any person for any consequential damage or loss due to:

1. any act or omission of the client or client’s authorized representative;
2. the fact, according to the present terms and conditions, the parked domain names have been suspended or terminated by REVENUEDRIVER’s advertising partners and are therefore unavailable for internet users;
3. force majeure.

REVENUEDRIVER will not be liable for any direct, indirect, special, incidental, or consequential damage of any kind, including lost profits, goodwill, use, data or other intangible losses arising from the use of REVENUEDRIVER Services and the participation in RDPP. In any case, REVENUEDRIVER responsibility may not exceeds the global amount of the revenues paid within the twelve month prior the date of the incident, being such amount limited to the global amount of $500.

 

10. Disclaimer of warranties

REVENUEDRIVER disclaims all warranties express or implied, including warranties of fitness of REVENUEDRIVER Services and RDPP for particular purposes, being RD services and RDPP provided on an “as is” and “where is” basis. REVENUEDRIVER assumes no responsibility for any damages or viruses that may affect client’s computer equipment or other property in connection with access to, use of the parked domain names and RDPP. REVENUEDRIVER does not represent or warrant that:

1. the use of RDPP is safe from any infection by viruses, worms, Trojan horses or other spyware/malware;
2. adult-oriented material or material which some individual may deem objectionable may not be reached using RDPP services;
3. REVENUEDRIVER Services and RDPP will be secure, timely, uninterrupted or that defects will be corrected;
4. REVENUEDRIVER services and RDPP will meet your requirements or expectations.

 

11. Indemnity

You agree to indemnify, defend and hold harmless, at your own expenses, REVENUEDRIVER, the Advertising partners and the employees, directors, officers, representatives, agents and affiliates from and against any claim, suit, action or other proceeding brought against REVENUEDRIVER arising from:

1. any use of the REVENUEDRIVER Services and RDPP;
2. a third part claim alleging an Intellectual property rights infringement, including copyright, trademark, trade secrets, patent, realised through the use of parked domain names enlisted in client’s personal account;
3. your breach of any part of the present terms and conditions.

 

12. Governing law

The present agreement is written in the domain name aftermarket standard language, which is English, and shall be governed by the Italian law.

13. Intellectual property

You acknowledge that everything in the web page’s layout of the parked domain names constitutes the property of REVENUEDRIVER, who reserves all exclusive rights not expressly granted. No commercial use rights or licence of any REVENUEDRIVER proprietary rights are granted to you under this agreement. User, or any other third party, shall not: modify, adapt, translate, prepare derivative works from, decompile (except to the extent allowed by law), reverse engineer, disassemble, or otherwise attempt to derive source code from the REVENUEDRIVER Services, the RDPP and parked domain name websites; crawl, index or in any non-transitory manner store or cache information obtained from the REVENUEDRIVER Services, the RDPP and parked domain name websites.

14. Non-competition clause

You, including your subsidiaries, shareholders, employees, directors, officers, agents and contractors acknowledge that in any way you shall directly or indirectly, employ, make or seek any offer of employment to anyone of the REVENUEDRIVER staff during the term of the present agreement and for a period of twelve (12) months after its termination.

 

15. Confidentiality

You will treat all information and material, including software, data, database, protocol, interface specification, marketing and other information provided by REVENUEDRIVER under this agreement as strictly confidential. Information relating to revenues amount and method of calculation are strictly confidential. You shall use all reasonable effort to preserve secrecy and confidentiality. In the event a party is required by law, regulation or court order to disclose any confidential information, that party will promptly notify the other party prior to make such disclosure, in order to facilitate the other party and the requiring authority in pursuing their informational objectives. In the event of any termination of the present Agreement, all confidential information shall be immediately returned or destroyed.

According to articles n. 1341 and 1342 of Italian civil code, you acknowledge to have read and understand all the present terms and conditions, in particular the following: art. 4 Use of REVENUEDRIVER Services and RDPP – Violation; art. 5 Representation and Warranties; art. 9 Limitation of liability; art. 10 Disclaimer of warranties; art. 11 Indemnity; art. 12 Governing law; art. 14 Non competition clause.