Neverblue TOS (9)
I know I'm a weenie for reading the TOS, but what do I make of this? It seems like it's saying that I couldn't ever have anything to do with any offer on Neverblue, apart from Neverblue. I read that it's good practice to split test the same offer from multiple networks, and this would seem to prohibit that, as well as going direct if I ever wanted to do that, as well as pretty much talking with the advertiser about anything.
11. NON-CIRCUMVENTION
11.1 During the term of this Agreement and for a period of eighteen (18) months thereafter, regardless of the reason for termination, Affiliate agrees that it will not knowingly, directly or indirectly, solicit, engage, contract, license, or work with any client whose offer it or any of its Sub-Affiliates marketed hereunder without the prior written approval by an authorized party at Neverblue. Affiliate agrees and understands that Neverblue has incurred significant expense forming Neverblue's affiliate network and in providing services for the benefit of its Clients, and Affiliate agrees and understands that in the event of a breach by Affiliate of this section, Affiliate SHALL pay Neverblue as liquidated damages an amount equal to Neverblue's profits for the preceding EIGHTEEN (18) months generated by the campaigns for such Client. The liquidated damage remedies provided herein in this section shall not preclude Neverblue from seeking injunctive relief.
You're not a weenie for reading a contract. Indeed, exactly the reverse. (I always at least skim-read any business contract I'm signing, including EULAs and TOSes. That habit has helped me avoid quite a few unpleasant potential agreements in the past.)
Yes, that clause would stop you going direct without getting approval from Neverblue, or at least give you some trouble if they decided to enforce it.
I'm not 100% sure if it also prevents you from split-testing across multiple networks - the "directly or indirectly" subclause in that sentence is a bit vague. You'd probably need expert legal advice to clear it up.
Originally Posted by natedl98
Depends on rest of the agreement but yes, it seems to prohibit running (e.g. split testing) offers of clients who's offers you have marketed through Neverblue through other networks.
Also note, that the prohibition period is 18 months from the termination of the agreement. Even if you have ceased running anything through Neverblue the agreement will stay in force until terminated according to its terms.
The liquidated damages (Neverblue's profits for the preceding EIGHTEEN (18) months generated by the campaigns for such Client) are absurd.
The only good thing about the clause is "knowingly" which should help if you breach the clause by accident.
Well it looks like I simply won't do Neverblue then. They also don't seem to have a strong presence here, unlike some of the other networks I applied to.
Ran with them back in 2011. I got suspended because my zip traffic did not check out. In 2013 the mailed me and asked if I wanted to work with them again.... Lol
I wouldn't worry too much about that clause. You will be fine if you run the same offer to multiple networks. Don't let their TOS deter you.
Originally Posted by natedl98
I'll be happy to clear this up for you. This is for the most part standard Network TOS. Affiliates have run offers on our network as well as others, without legal action taken
Originally Posted by stephen
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