EmbSearch.com :: The Embroidery and Screen Printing Directory.

Embsearch Advertiser Agreement
In accordance with the terms and conditions as set forth in this Agreement, EmbSearch.com, a MONOGRAMAS LARA, CA. website (herein referred to as "EmbSearch") makes available its online advertising network to the open market. The purpose of the network is to promote advertisers by distributing pay per click advertisements on various Web sites through search technology, content channels and other electronic medium. By becoming an advertiser (herein referred to as "ADVERTISER") of the network, ADVERTISER agrees to pay for each click-through generated by any ads placed by the ADVERTISER on EmbSearch.com or any of its affiliate Web sites. NOW THEREFORE, for good and valuable consideration, the sufficiency of which is hereby acknowledged, the parties hereto agree as follows: Definitions: 'Paid listing' refers to a title, description and URL for an ADVERTISER's Web site, including an associated list of Keywords with a corresponding amount for each Click that is earned by EmbSearch and paid by ADVERTISER. Paid Listings may be Listings, Premium Listings, Banners or Boxes. 'Keyword' is a specific word or phrase that when queried, returns Paid Listings of ADVERTISERS within the Network in order of highest Bid first. 'Click' occurs when a visitor selects a Paid Listing within the Network and is redirected to an ADVERTISER's Web site. 'Bid' or 'Cost Per Click', refers to the amount an ADVERTISER agrees to pay for each visitor that Clicks on a Paid Listing and is redirected to an ADVERTISER's Web site. 'Network' refers to EmbSearch.com or any affiliated Web site where Paid Listings may be displayed and subsequently generate a Click for an ADVERTISER.
1.0	ACCEPTABLE USE: An ADVERTISER is allowed to establish a Bid for each Keyword that is submitted to EmbSearch for distribution through its Network. Each Paid Listing must conform to EmbSearch�s relevancy guidelines, along with other terms and conditions that may be changed from time-to-time by EmbSearch. In all cases, Paid Listings and any associated format or delivery of content, is subject to final approval by EmbSearch, at its sole discretion. ADVERTISER acknowledges and agrees that any Paid Listing may be viewed throughout the Network. EmbSearch reserves the right to reject or remove any Paid Listing at its discretion from all or a portion of the Network.
2.0	ADVERTISER RESPONSIBILITY: ADVERTISER represents and warrants that the information submitted through the Paid Listing itself, or through the Web site(s) it links to, does not mislead the public in any way and will not offend visitors due to defamatory, slanderous, libelous or threatening content. ADVERTISER also states their Web site does not knowingly violate any federal, state or local law and does not infringe in any way on copyright, patent, trademark or other intellectual property rights of any third party. It is ADVERTISER's responsibility to determine whether all Paid Listings comply with the terms of this Agreement and any guidelines posted on EmbSearch.com. ADVERTISER hereby acknowledges that EmbSearch is not responsible for the maintenance of the ADVERTISER's Web site(s) nor is EmbSearch responsible for order fulfillment or any issue relating to cancellations, returns or customer service concerning orders placed on ADVERTISER Web site(s). ADVERTISER agrees to continually update its Paid Listings so information is current and is an accurate description of information available on its Web site. All Paid Listings shall be submitted electronically through an available software interface provided by EmbSearch or via some other format acceptable to EmbSearch, at its sole discretion.
3.0	INDEMNIFICATION: ADVERTISER hereby indemnifies and holds harmless EmbSearch, and any entity or individual associated with this Agreement from any and all liabilities, costs and expenses, including, without limitation, reasonable attorney's fees, that may arise from its use of the Network or breach of the terms of this Agreement. ADVERTISER will be solely responsible for defending any claim, payment of damages or losses resulting from the foregoing to both a third party and EmbSearch.
4.0	PAYMENT: ADVERTISER agrees to pay EmbSearch all applicable charges to its account in United States currency, in accordance with the terms of the payment plan selected, including, if any, all applicable taxes, in accordance with billing terms in effect at the time the fee becomes payable. ADVERTISER understands and agrees that it will be charged for all Clicks on Paid Listings placed by the ADVERTISER, subject to traffic filtering in accordance with standard industry practices, at the sole discretion of EmbSearch. Such charges shall be based on the number of Clicks on all Paid Listings multiplied by the Bid for each respective Keyword. If ADVERTISER elects for a payment plan that specifies a maximum expenditure, either monthly or otherwise, ADVERTISER agrees that all Paid Listings may be removed from the Network when a maximum obligation is met. Unless otherwise stipulated upon acceptance of this Agreement, EmbSearch accepts Visa, MasterCard, American Express, Discover, PayPal and company check as method of payment. ADVERTISER agrees and represents that all information provided for the purpose of enrollment will be accurate, complete and current. ADVERTISER acknowledges its access to an account with EmbSearch is subject to any limits established by EmbSearch, its contractors, or by merchant processor at time of payment. If at any time, payment cannot be charged in accordance with this Agreement for any reason, or if there is a charge-back, EmbSearch reserves the right to either suspend or terminate ADVERTISER account. This may include but not be limited to removal of all Paid Listings.
5.0	CANCELLATION: If ADVERTISER is dissatisfied with the results of the Network or with any of the terms and conditions contained herein, its sole and exclusive remedy is to terminate the ADVERTISER Agreement. ADVERTISER may cancel participation in the Network at any time by sending written notice to EmbSearch, with receipt confirmed. EmbSearch reserves the right to discontinue any Paid Listings that may violate any of the terms in this Agreement. Notwithstanding anything contained in this Agreement to the contrary, EmbSearch may, in its sole discretion, terminate an ADVERTISER account, and discontinue ADVERTISER participation in the Network, or ADVERTISER use of any specific Paid Listings at any time.
6.0	REFUNDS: If EmbSearch terminates an ADVERTISER account or if ADVERTISER decides to terminate its own account, and ADVERTISER provides written notice to EmbSearch in accordance with the terms and conditions of this Agreement, ADVERTISER account will be deemed terminated when EmbSearch receives such notice. ADVERTISER will only receive a refund for amounts not yet charged to its account, after all Clicks have been charged accordingly. ADVERTISER will not receive a refund for the initial fifteen dollar ($15.00) minimum deposit or any subsequent professional services fees relating to account setup, including any special promotional money added to ADVERTISER account, or FREE MONEY added to ADVERTISER account, or Bonus added to ADVERTISER account, as ADVERTISER agrees these amounts are nonrefundable.
7.0	LIMITATION OF LIABILITY: ADVERTISER expressly agrees that it is using the Network at its own risk and that EmbSearch is making the Network available on an "as is" basis, without warranty of any kind, express or implied. Neither EmbSearch nor any of its officers, employees, agents, information providers, licensors, licensees, attorneys, consultants or third party contractors, make any warranty or representation whatsoever regarding the Network or any aspect of its use by an ADVERTISER. EmbSearch hereby disclaims on behalf of itself and all its officers, employees, agents, information providers, licensors, licensees, attorneys, consultants or third party contractors any and all warranties, including without limitation any warranties regarding the accuracy and availability of content, products or services made available through the Network, and warranties of title or merchantability. Any liability of EmbSearch, its officers, employees, agents, information providers, licensors, licensees, attorneys, consultants or third party contractors, including without limitation, any liability for damages caused by any failure of performance, error, omission, interruption, deletion, defect, failure of delivery of merchandise, delay in operation or transmission, computer virus, communications line failure, theft or destruction or unauthorized access to, alteration of, or unlawful use of records, whether for breach of contract, tortuous behavior, negligence, or under any other cause of action, shall be strictly limited to the amount already paid by ADVERTISER to EmbSearch for Clicks in the prior thirty (30) calendar day period less any nonrefundable amount. In no event shall EmbSearch, its officers, employees, agents, information providers, licensors, licensees, attorneys, consultants or third party contractors, be liable for any indirect, incidental, or consequential damages, arising out of this Agreement, the use or inability to use the Network and/or the Web sites linked to or from the Network or for any breach of warranty. ADVERTISER agrees that it will not hold EmbSearch responsible for the selection or retention of, or any acts, errors, omission by, any third party in connection with the Network and/or Web sites linked to/from the Network, including without limitation, those with whom EmbSearch contracts to operate various portions of the Network and those to whom EmbSearch provides links to for content, advertising or any other type of data or information.
8.0	NOTICES: At any time, EmbSearch may issue general notices to ADVERTISER by placing a posting on EmbSearch.com, or if possible, by electronic mail to an available ADVERTISER email address. ADVERTISER may give written notice to EmbSearch at: Monogramas Lara, CA Attn. EmbSearch.com Manager Carrera 18 con calle 26 CC Atlantico Nivel 1, Oficina A9, Barquisimeto, 3002 Lara, Venezuela
9.0	OTHER: This Agreement shall be governed by the laws of the Bolivarian Republic of Venezuela, and in the event of a dispute, ADVERTISER agrees to submit to the jurisdiction of the courts located in Barquisimeto, Estado Lara, Venezuela. By submitting material to EmbSearch, ADVERTISER is irrevocably granting EmbSearch the right to use all parts of the material, without limitation, as if it were in the public domain, including modifying it or using it commercially and authorizing others to do so. EmbSearch reserves the right to discontinue offering the Network at any time, including, in its sole discretion, to assign this Agreement. This Agreement constitutes the entire understanding between the parties with respect to the relationship between EmbSearch and ADVERTISER and supersedes all previous agreements, proposals and communications, written or oral, between ADVERTISER and EmbSearch. EmbSearch may change this Agreement at any time upon publishing a notice on EmbSearch.com. Any use of the Network after such notice shall be deemed to be continued acceptance of this Agreement including its amendments and modifications. The section headings contained herein are for reference purposes only and shall not in any way affect the meaning or interpretation of this Agreement. BY ELECTRONIC SUBMISSION, ADVERTISER hereby agrees to the stated terms and conditions.

By joining the EmbSearch.com (a Monogramas Lara CA Website) Affiliate program, the Affiliate (hereinafter "you") agree to enter into agreement with EmbSearch.com. to generate website traffic to the EmbSearch.com network. You also agree to use legal and approved methods of generating such traffic. In return, EmbSearch.com agrees to pay you a percentage of the revenue generated from your traffic. The parties agree as follows:

EmbSearch is a pay-per-click ("PPC") search engine that operates a partnership program that allows qualified affiliate Web sites to direct searches to EmbSearch.com and receive a portion of the click-through revenue on bidded advertiser listings (the "Program").

2.2.1 EmbSearch.com shall provide Affiliate with XML or HTML implementations of search boxes, search directories or other suitable implementations of EmbSearch.com's search engine service that either directs keyword-based searches to EmbSearch.com or generates search results on a co-branded search results page hosted by the Affiliate (the "Search Materials").

2.2.2 The Search Materials must be integrated into the Affiliate's Web site, in a reasonable manner in a regularly viewed Web page, and may not be the only item on a particular Web page. EmbSearch.com must approve the Search Materials, and the placement of the Search Materials on the Affiliates Web site's, prior to implementation by Affiliate.

2.2.3 The Search Materials shall not appear on (and EmbSearch.com will not accept any search traffic from) any Web site that; without limitation:

-Displays or promotes child pornography, or the abuse of children, women or animals, or linking to such sites;
-Entices or promotes hate or intolerance against any particular race, nationality, religion or lifestyle, or linking to such sites; entices or promotes violence or criminal activity, or linking to such sites;
-Distributes or promotes any software cheats, or similar material, or linking to such sites; distributes or promotes any viruses, Trojan horses, worms, or similar material, or linking to such sites;
-Distributes unlicensed material or material infringing on the copyright, trademark or other intellectual property rights of any third parties, or linking to such sites, are not permitted to list on this engine.

2.2.4 All Search Materials shall remain the property of EmbSearch.com (except those specific elements contained in the Search Materials that are the property of Affiliate).

Affiliate hereby agrees that all search traffic generated from Affiliate's Web site(s) must originate from Affiliate's Web site(s) and must be authentic, user-initiated search traffic. To that end, the Affiliate hereby agrees to the following requirements, without limitation.

2.3.1 Affiliate agrees not to modify its implementation in any way without the prior approval of EmbSearch.com.

2.3.2 Affiliate agrees not to utilize any hitbots, multiple clicking scripts, zeroframes, iframes, IRC cheats or any other means of artificially generating searches or clicks on the EmbSearch.com platform.

2.3.3 Affiliate agrees to place the words "Search the Web" or similar language at or near their search boxes and/or directory links. Affiliate further agrees not to place any false or misleading graphics or text in proximity to their search boxes that may mislead the searcher.

2.3.4 Affiliate agrees to send EmbSearch.com the exact query entered by the user and not to modify, delete terms, add terms, redirect or otherwise manipulate in any way the search queries entered by users.

2.3.5 Affiliate agrees not to utilize e-mail, ICQ or newsgroup spam to generate searches or clicks.

2.3.6 Affiliate agrees not to compensate, credit or otherwise incentivize its users for searching on EmbSearch.com's service or clicking on listings provided by EmbSearch.com.

2.3.7 Affiliate agrees not to automatically cause the downloading of any search functionality (on its own or as part of a larger download) on users' computers without the users' express permission in connection with such search utility; for such download implementations, Affiliate must have the advance approval of EmbSearch.com, which EmbSearch.com may withhold at its exclusive discretion.

2.3.8 Affiliate agrees that the use of any directory links (ie. "Clothes," "Embroidery") and the pre-population of search boxes that trigger a search result page must be directly relevant to the Affiliate's Web site offering and must be approved, in advance, by EmbSearch.com.

2.4.1 EmbSearch.com shall pay Affiliate Thirty Five percent (35%) of the actual click-through revenue derived from all click-throughs on bidded advertiser links initiated from Affiliate's site(s) using the Search Materials.

2.4.2 EmbSearch.com shall not pay the Affiliate for any click-throughs that are determined, at EmbSearch.com 's exclusive discretion, to be fraudulent or to be generated in a manner that is prohibited under the terms of this Agreement.

EmbSearch.com shall make reports available online through a password-protected interface. Reports are cached on the hour and are available to Affiliates on a 24-hour basis. Online reports are subject to adjustment on a monthly basis; the actual amount paid to Affiliates may be more or less than the amount reflected on the reports as a consequence of EmbSearch.com 's monthly audit and adjustment process.

You agree to defend, indemnify and hold harmless EmbSearch.com and its directors, client's, employees and agents (each an "indemnified party), from and against any and all losses, claims, damages, expenses (including attorney's fees) and liabilities ("claims") arising from, in connection with, or relating in any way to any breach or alleged breach of any of the representations or covenants made by EmbSearch.com under this agreement or the services to be provided by EmbSearch.com. under this agreement.

2.7.1 EmbSearch.com will provide Affiliate with paid search results from search queries generated from http://www.EmbSearch.com if those results are available in EmbSearch.com's database.

2.7.2 Payment: Search Affiliates earn 35% of the bid amount for clicks on paid listings. Click Through generated per visit (click through) sent to a EmbSearch.com's paid Advertiser's website as a result of the search returns described in paragraph 1 above and in accordance with the rules described below. Search affiliates will also receive 5% of the revenue generated by affiliates they referred to EmbSearch.com and 15% of the amounts deposited by ADVERTISERS they referred to EmbSearch.com. Referral earnings are also subject to the following rules.

a. Affiliate. is paid only once if the same visitor/searcher visits the same paid Advertiser's website more than once in within a predetermined time period.

b. Affiliate. will be paid if the same visitor visits more than one EmbSearch.com paid Advertiser's websites from the same search.

c. Returns and deductions may happen at any time. EmbSearch.com utilizes both automated and manual methods to detect fraud and questionable clicks. EmbSearch.com will at no time pay Partner. for searches or clicks that EmbSearch.com determines are fraudulent in nature or detrimental to EmbSearch.com or its Advertisers.

d. EmbSearch.com will also review traffic sent to EmbSearch.com by Affiliates. If EmbSearch.com determines that the traffic in some way violates the terms of service, the Affiliate account will be suspended and all monies owed will be forfeited.

f. EmbSearch.com requires that cookies be enabled on the computers of all Affiliates using our technology in order to detect fraud. Affiliates will not be paid for clicks if cookies are not enabled.

All funds are paid in US dollars. Commissions will be paid by PayPal within the first ten days of every month, A minimum payout of $25 is required. Payments will not be made in the middle of the month. EmbSearch.com reserves the right to delay payments for the first ten days of the month in order to receive payment from EmbSearch.com's advertisers. (For clarification: While EmbSearch.com will strive to make payments on the first day of the following month - August 1 for July earnings, EmbSearch.com may delay payment until August 11.)

Commission FEES

Fees (commission fees) is a small amount (5%) subtracted from the total amount of affiliate withdraw, charged by administrator to cover expenses of a transaction.

Affiliate User "test" wants to request $200 from his/her balance in the EmbSearch SmartPPC system using PayPal gateway.

First Payment.

EmbSearch.com is in an initial period. The first payment to all Affiliates that accumulate more than US$25 of earnings and request to withdraw will be made in September 2005, it will include the earnings obtained during June, July and August 2005.

Starting from September 2005 the earnings will be been able to get paid monthly.

2.9 Taxes

Affiliate. and EmbSearch.com are independent of each other. As such, each one is responsible for its own obligations pertaining to municipal, county, state, country, income, withholding, sales, or any other tax levied against the moneys paid to each other in the form of Advertising Revenue and Fees paid.

Either party may terminate this agreement at any time. This agreement automatically terminates if one or both of the parties dissolves their business or files a bankruptcy petition. If termination occurs during a month, any money due for quality searches during that month's activities will be paid by the 30th day of the month following the termination, unless termination results under sub-paragraph (a), in which case all monies owed will become property of EmbSearch.com

a. Quality Clause Termination: EmbSearch.com reserves the right to terminate this Agreement at any time at its sole discretion if EmbSearch.com deems that too many searches generated by Partner. users are not quality searches and/or are fraudulent in nature and therefore are detrimental to both EmbSearch.com and its Advertisers.

Artificially generating searches is against the rules. Hits from newsgroups, e-mail, or type-ins automatically get discarded. Any artifical means of generating searches including, but not limited to, hitbots, multiple clicking scripts, begging for clicks, zero frames, IRC cheats or any other similar activity will result in forfeiture of all monies owed.

Hits that are derived from any URLs which contain and/or promote the following content: violence, hatred, pornographic materials, pirated digital materials (software, audio, or video), newsgroup postings, spam e-mails, or any other site which contains content or promotes activities which are illegal in the United States, Canada or UK without the prior written consent of EmbSearch.com will result in the immediate cancellation of the account from which the hits were sent and the forfeiture of any funds owed to that account. All sites must own, or have the rights to use, all copyrighted materials displayed or distributed on their website.

EmbSearch.com does not take traffic from any web pages that are password protected.

When a surfer clicks to initiate a search there may be no other open windows or consoles, in front of, or behind, our search results page. Simply put, our search results page may be the only window on the page. The EXCEPTION to this rule are free hosts that open a small advertising console (yahoo, freeservers, tripod, etc.) This small console, as opened by the free host, is allowed.

You may not open the search results in a new browser window, unless your site is built with frames. If that's the case you must open the results in a full-sized window (target="_top"). Also, you may not open our links inside of frames, ever.

You must notify us before you make any changes in information established in the account agreement.

Each page that contains a EmbSearch.com graphical or text links, must be part of a regularly viewed web page that is regularly accessed by a surfer during that surfer's visit to your website(s).

We reserve the right, at our request, to see all referring pages and server logs to your EmbSearch.com account's referring pages. If this information is not provided to EmbSearch.com at our request your account will be terminated and all monies owed will be forfeited.

EmbSearch.com reserves the right to terminate the account of any Affiliate who speaks disparagingly or publicly posts derogatory and or slanderous statements about EmbSearch.com. EmbSearch.com vigorously defends itself against false and slanderous statements.

Under no circumstances shall we be liable for any delay or failure in performance under these terms and conditions resulting directly or indirectly from acts of nature, forces, or causes beyond its reasonable control, including and/or without limitation, Internet failures, computer equipment failures, telecommunication equipment failures, other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, flood, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals, non-performance of third parties, or loss of or fluctuations in heat, light, or air conditioning.

Non compliance with these terms and conditions will result in the forfeiture of all monies owed and the possible prosecution of the violating webmaster.

As a condition of utilizing the EmbSearch.com Affiliate Program, you agree that EmbSearch.com retains the right to suspend or terminate your participation in said EmbSearch.com Affiliate Program if it has reasonable grounds to believe that a Affiliate has acted in bad faith or in any manner detrimental to the proper functioning of the EmbSearch.com Affiliate Program. You affirm that EmbSearch.com. shall be the sole assessor of whether or not an act or intention is detrimental to our EmbSearch.com Affiliate Program.

Without limiting any other remedies, EmbSearch.com. may suspend or terminate your account (at any time, for any reason, without notice) if you are found to have engaged in fraudulent activity in connection with our site and its EmbSearch.com Affiliate Programs.

You recognize and affirm that you and EmbSearch.com. are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this agreement.

EmbSearch utilizes an indexing system for evaluating the quality of Affiliate traffic. The system uses several factors, such as number of valid clicks, number of invalid clicks, and total number of clicks to calculate a ranking for each Affiliate. The indexing system makes it extremely easy to identify accounts that are sending traffic that violates EmbSearch's Terms and Conditions as specified herein. Accounts with extremely low index scores will be disabled. You will receive an email stating that your Partner status has been disabled if you are in violation. Once you receive an email, you have two weeks to provide an adequate explanation for the violations and to show that you are in compliance with EmbSearch's requirements. After two weeks, your account will be permanently disabled and all monies therein will be forfeited.

As a condition of using the EmbSearch.com Affiliate Program, you agree to provide true, accurate, current and complete information about yourself, your organization, and your website as prompted by any and all registration and processing forms. In addition, you agree to maintain and promptly update registration and processing data to ensure that it remains true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete or EmbSearch.com. has reasonable grounds to believe that such information is untrue, inaccurate, not current or incomplete, EmbSearch.com. has the right to suspend or terminate your account and EmbSearch.com Affiliate Program, and refuse any and all current or future use of the EmbSearch.com Affiliate Program.

Partner hereby agrees to actively engage in the referral of Advertisers or Partners to EmbSearch. Referrals may be generated by promotions, including but not limited to text or graphical hyperlinks to EmbSearch from Partner's World Wide Web site; direct mail or email campaigns initiated by Partner to Partner's clients, partners and other associates; or word of mouth. Partner will refer Advertisers to EmbSearch for all information regarding terms and conditions of advertising on EmbSearch or through the EmbSearch Search Partner Network.

In order for Partner to receive commission for referral of an Advertiser to EmbSearch, the criteria set forth in Sections 3.2.1 through 3.2.5 of this Agreement must be met. Determination of an Advertiser's qualification under the conditions set forth in Sections 3.2.1 through 3.2.5 of this Agreement shall be at the sole discretion of EmbSearch, and all decisions pertaining to the determination of an Advertiser's qualification to be counted toward Partner's referral commissions shall be considered final.

In order to qualify for payment of referral commission to Partner, the Advertiser must be a new EmbSearch advertiser. If the Advertiser has previously been listed as a paid advertiser through EmbSearch, the Advertiser shall be deemed ineligible as a commissionable referral. In the event that any hyperlink previously paid for through EmbSearch points to any Universal Resource Locator contained within any Internet or World Wide Web domain owned or operated by the Advertiser, the Advertiser shall be deemed ineligible as a commissionable referral.

In the event that any Advertiser should complete the registration process for advertisers as provided at EmbSearch without engaging in an immediate deposit of monetary funds into the Advertiser's EmbSearch account, the Advertiser shall have a period of thirty (30) days following Advertiser's completion of the EmbSearch advertiser sign-up process to deposit funds into said account in order to remain qualified as a commissionable referral for Partner. The Advertiser's deposit may be made by credit/debit card. All deposits must be payable in U.S. dollars.

In the event that EmbSearch is unable to redeem the Advertiser's method of payment of initial deposit, as described in Section 3.2.2 of this Agreement, due to, but not limited to, failure of Advertiser's creditor to honor a credit/debit card sales draft, Advertiser shall be immediately deemed ineligible as a commissionable referral for Partner.

In order for Partner to receive payment of commission for referring any Advertiser, the Advertiser must identify Partner to EmbSearch at the time at which the Advertiser completes the EmbSearch advertiser sign-up process. The Advertiser may identify Partner to EmbSearch by clicking on a hyperlink provided by Partner and completing the EmbSearch advertiser sign-up process at the time that said hyperlink is activated. In order to qualify, the hyperlink provided by Partner to the Advertiser must contain the exact Universal Resource Locator provided by EmbSearch to Partner upon Partner's acceptance into the Program (the "Referring Link"). EmbSearch will not be held liable for any errors in the Referring Link that occur as a result of actions taken by either Partner or the Advertiser.

Partner and any entity owned or controlled by Partner shall be deemed ineligible as a commissionable referral for Partner.

EmbSearch reserves the right to modify the terms and conditions of the Program at any time and without prior notice to Partner. A current copy of the terms and conditions of the Program shall be maintained by EmbSearch at all times.

Affiliate expressly agrees that it is using the Network at its own risk and that EmbSearch is making the Network available on an "as is" basis, without warranty of any kind, express or implied. Neither EmbSearch nor any of its officers, employees, agents, information providers, licensors, licensees, attorneys, consultants or third party contractors, make any warranty or representation whatsoever regarding the Network or any aspect of its use by an Affiliate. EmbSearch hereby disclaims on behalf of itself and all its officers, employees, agents, information providers, licensors, licensees, attorneys, consultants or third party contractors any and all warranties, including without limitation any warranties regarding the accuracy and availability of content, products or services made available through the Network, and warranties of title or merchantability.
Any liability of EmbSearch, its officers, employees, agents, information providers, licensors, licensees, attorneys, consultants or third party contractors, including without limitation, any liability for damages caused by any failure of performance, error, omission, interruption, deletion, defect, failure of delivery of merchandise, delay in operation or transmission, computer virus, communications line failure, theft or destruction or unauthorized access to, alteration of, or unlawful use of records, whether for breach of contract, tortuous behavior, negligence, or under any other cause of action, shall be strictly limited to the amount already paid by Affiliate as ADVERTISER to EmbSearch for Clicks in the prior thirty (30) calendar day period less any nonrefundable amount. In no event shall EmbSearch, its officers, employees, agents, information providers, licensors, licensees, attorneys, consultants or third party contractors, be liable for any indirect, incidental, or consequential damages, arising out of this Agreement, the use or inability to use the Network and/or the Web sites linked to or from the Network or for any breach of warranty. Affiliate agrees that it will not hold EmbSearch responsible for the selection or retention of, or any acts, errors, omission by, any third party in connection with the Network and/or Web sites linked to/from the Network, including without limitation, those with whom EmbSearch contracts to operate various portions of the Network and those to whom EmbSearch provides links to for content, advertising or any other type of data or information.

You represent and warrant that you will comply with all applicable state and federal laws in your performance of this agreement and in the use and operation of the EmbSearch.com Affiliate Program, including laws governing technology, software, and trade secrets and materials.

At any time, EmbSearch may issue general notices to Affiliates by placing a posting on EmbSearch.com, or if possible, by electronic mail to an available Affiliate email address. Affiliate may give written notice to EmbSearch at:

Monogramas Lara, CA
Attn. EmbSearch.com Manager
Carrera 18 con calle 26 CC Atlantico
Nivel 1, Oficina A9, Barquisimeto, 3002
Lara, Venezuela

This Agreement shall be governed by the laws of the Bolivarian Republic of Venezuela, and in the event of a dispute, Affiliate agrees to submit to the jurisdiction of the courts located in Barquisimeto, Estado Lara, Venezuela. By submitting material to EmbSearch, Affiliate is irrevocably granting EmbSearch the right to use all parts of the material, without limitation, as if it were in the public domain, including modifying it or using it commercially and authorizing others to do so. EmbSearch reserves the right to discontinue offering the Network at any time, including, in its sole discretion, to assign this Agreement. This Agreement constitutes the entire understanding between the parties with respect to the relationship between EmbSearch and Affiliate and supersedes all previous agreements, proposals and communications, written or oral, between Affiliate and EmbSearch. EmbSearch may change this Agreement at any time upon publishing a notice on EmbSearch.com. Any use of the Network after such notice shall be deemed to be continued acceptance of this Agreement including its amendments and modifications.
The section headings contained herein are for reference purposes only and shall not in any way affect the meaning or interpretation of this Agreement.
BY ELECTRONIC SUBMISSION, Affiliate hereby agrees to the stated terms and conditions.

Listing Submission Guidelines

The content of all titles and descriptions should accurately portray the content of the submitted URL

� Title and Description should be related to each other. Descriptions and titles that do not correlate will not be accepted
� Titles and Descriptions should be a relevant representation of what the site offers
� Titles, Descriptions and Keywords must represent Web site's primary product(s) and/or service(s) advertised
� The use of contact information such as telephone numbers, URLs, or e-mail addresses is not permitted to appear in a listing
� Terms such as "best" and "#1" are not recommended unless the claim is factual
� If the site pertains to a specific geographical location, it should be included in the title and/or description
� In cases where visitors are directed to third party Web sites, all Titles and Descriptions of submitted URLs must accurately reflect advertised product(s) and/or service(s). This guideline is also applies to Internet directories, search engines and other similar Web sites

Titles and Descriptions should be checked for spelling, punctuation and grammar

� Do not overuse punctuation such as exclamation points after every sentence. Punctuation should be used accordingly
� Capitalization should only be used when appropriate; the beginning of a sentence, acronyms, etc. Do not over use capitalization for "stand out" purposes

URLs must be working properly when submitted for approval

� A site should not contain broken links
� Site content must be complete. Pages that are temporarily unavailable or under construction will not be approved

Limit the use of Pop-Ups and Pop-Unders

� EmbSearch.com discourages pages containing a large number of Pop-ads. Pages with an overabundance of Pop-ads will be turned down

NOTICE: The EmbSearch.com editorial review team determines approval/rejection of both keywords and listings. This list is intended only as a guideline and is subject to change without notice. Listings and/or keywords may be denied based on other reasons not listed above. Some listings and/or keywords submitted prior to these guidelines may not meet present standards. EmbSearch.com is continuously working to update existing items that do not meet company standards.

Keyword Submission Guidelines

To ensure that advertisers receive high quality, targeted sales leads, all keywords must be relevant to the service or product being marketed online. These guidelines are in place to ensure that Internet users are provided with highly relevant information when performing a search for an advertiser's products or services online. The adherence to these guidelines will assist to quicken the keyword review process and assist advertisers in achieving an ideal advertising campaign with EmbSearch.com.

Keywords and Site Representation

Keywords should accurately represent the content of the site and must be as specific as possible. Advertisers are advised to avoid using general or misleading terms, as they will not be approved. For example, do not add words such as "free" to the existing keywords if a site does not actually offer free products.

Relevancy of Keywords

Keywords must describe the Web site and/or the products or services being offered. Keywords should not describe the individuals who might find the advertiser's product or service useful.
Please note: A campaign that contains over 50% of irrelevant keywords will be rejected.

Link related keywords

If an advertiser's site offers a directory or search engine, keywords must indicate that Web visitors have to complete necessary further actions to access desired search information. For example, keywords could be "online directory", or more specifically, "links to fitness equipment." Please refer to the complete Listing Guidelines for additional information.

Adult Content Keywords

Keywords for adult content Web sites must indicate if they are related to adult content and/or linked to adult content. General Keywords will NOT be accepted and may NOT be bidded on for sites containing adult-related material. For example, keywords that may not be linked to an adult content Web site may include, but are not limited to: amateur models, cheerleaders, models, lingerie or teenage girls, unless they are in a phrase that indicates an adult content site, i.e. "adult models." By definition, Adult Content web sites include or are related to any type of sexually explicit content.

Keywords and Copyrighted Terms

Advertisers are not allowed to advertise under terms copyrighted and/or trademarked to third parties. It is the responsibility of the individual advertiser to ensure submitted content does not infringe upon third party protected materials. Please review EmbSearch.com Advertiser Agreement to find out more. On a related note, advertisers are suggested to research keywords before submission.

Keyword Spelling and Length

� Keywords may not exceed thirty-five (35) characters
� Keywords containing unintentional misspellings should be corrected prior to submission
� Keywords should consist of one or more terms. Please do not submit entire sentences

NOTICE: The EmbSearch.com editorial review team determines approval/rejection of both keywords and listings. This list is intended only as a guideline and is subject to change without notice. Listings and/or keywords may be denied based on other reasons not listed above. Some listings and/or keywords submitted prior to these guidelines may not meet present standards. EmbSearch.com is continuously working to update existing items that do not meet company standards.

Partner Guidelines

In order to achieve our vision of establishing industry benchmarks for quality traffic, EmbSearch.com's click review team continually monitors our network to ensure that partners follow established guidelines.

To provide EmbSearch.com advertisers with superior traffic quality, partners are expected to abide by the following standards:

� A partner must guarantee that all site traffic originates from countries supported by the EmbSearch.com Network.
� EmbSearch.com strictly prohibits unsolicited e-mails, or SPAM
� All clicks must be a direct result of performing a keyword search and/or by selecting a category link
� Search results cannot be directly displayed on a Web site
� EmbSearch.com strictly prohibits incentive clicking

Please review our Affiliatte and Referral Agreement to find out more.

Disclaimer

1. Use of the information and data contained on this WWW site on these pages is at your sole risk.

2. The information and data on this WWW site is provided on an "As is, As Available" basis without warranty of any kind.

(i) make no representations, express or implied, as to the accuracy of the information and data contained on this WWW site.
(ii) accept no liability for any use of the said information and data or reliance placed on it.
(iii) make no representations, either expressed or implied, as to the suitability of the said information and data for any particular purpose; and
(iv) make no warranties that the said information and data is free of infection by computer viruses or other contamination.

The Directors and its agencies and instrumentalities do not endorse or in any respect warrant any third party products or services by virtue of any information, material or content referred to or included on, or linked from or to this WWW site.

Privacy Policy

Monogramas Lara CA has created this privacy statement in order to demonstrate our firm commitment to privacy. The following discloses our information gathering and dissemination practices for this website: http://www.embsearch.com

We use your IP address to help diagnose problems with our server, and to administer our Web site.

Our site uses cookies to make sure you don't see the same ad repeatedly, and to track leads.

Our site's registration form requires users to give us contact information, unique identifiers, The customer's contact information is used to contact the visitor when necessary. Users may opt-out of receiving future mailings; see the choice/opt-out section below. Financial information is not collected by EmbSearch.com.

This site contains links to other sites. http://www.embsearch.com is not responsible for the privacy practices or the content of such Web sites.

Security
This site has security measures in place to protect the loss, misuse and alteration of the information under our control. Your account is protected by a unique user name, and password.

Choice/Opt-Out
Our site provides users the opportunity to opt-out of receiving communications from us and our partners at the point where we request information about the visitor.

This site gives users the following options for removing their information from our database to not receive future communications or to no longer receive our service.

You can Editing your account details

This site gives users the following options for changing and modifying information previously provided.
You can Log into the members area and edit your information

Contacting the Web Site

If you are an EmbSearch member and have any questions about this privacy statement, the practices of this site, or your dealings with this Web site, you can contact:
EmbSearch.com staff for Members