CPX Research Terms and Conditions for Publisher
1.1 “Account” means an online, password protected Publisher access giving Publisher permission to manage its revenues and changing settings over the CPX Research Dashboard.
1.2 “Account Data” means all information regarding performance, and also all other information CPX Research gives access to Publisher over the Dashboard.
1.3 “Advertiser” or “Advertisers” means third party clients of CPX Research that supply surveys to the Application, either directly or indirectly.
1.4 “Agreement” means these Publisher Terms and Conditions and any other additional agreement signed between CPX Research and Publisher.
1.5 “Commission” means the reward / compensation CPX Research pays to the Publisher for every valid user activity (complete of a survey).
1.6 “Completed Survey” means a Survey Offer completed by a User, at which point the User provides a genuine response to all of the questions presented in the Survey Offer and takes such other steps as may be required to complete the Survey Offer, as determined by CPX Research in its sole discretion. For the avoidance of doubt, any responses to Survey Offers that are either partially or entirely fabricated, completed by anyone other than a User as determined by CPX Research in its sole discretion, shall not be considered a Completed Survey.
1.7 “CPX Research App” or “Application” means the online website, iFrame or Software Development Kits (SDK’s) developed, maintained and offered by CPX Research to Publisher, to present to his users.
1.8 “CPX Research Dashboard” or “Dashboard” means the virtual panel, which allows Publishers to set up their apps and integrate surveys as well as manage, analzye and optimize their monetization strategy.
1.9 “CPX Research Platform” or “Platform” means the online platform developed, maintained and offered by CPX Research to Publisher, to present to his users.
1.10 „Fraud“ or „Fraudulent traffic“ means a person or thing participating on surveys with false information, just for the purpose of getting the reward. There are several ways Advertisers identify Fraud and reports fraudulent traffic within 60 working days. 1.11 “Net Earnings” means the total of the revenues generated as a result of Publisher Activities for the successfully completed surveys less all applicable agency commissions, discounts, fees, charge-backs, refunds and taxes, except for taxes on CPX Research’s net income.
1.12 “Publisher” means a person / company using CPX Research, that desires to integrate our app on its website/application/etc. , to distribute surveys to its users.
1.13 „Users“, „End users“ or „Panelists“ means the humans brought to the Platform by the publisher, to participate on surveys through the Platform.
1.14 “User Activities” means actions of end users within the Application under the Publisher Agreement.
1.15 “User Data” means all end users data generated or otherwise collected in connection with the app and survey offers.
1.16 “Service” or “Services” means the services provided by CPX Research as listed under 3. in these Terms an Conditions
1.17 “Tracking Data” means performance and use data related to surveys and their panelists, including instances in which a survey is rendered for display within a given Publisher Property or clicked upon by end users, as well as data identifying the end user’s device, operating system on which the Publisher Properties was running, the wireless carrier providing service to such device, and the geographical location of the device used.
1.18 “Tracking Method” means the reporting and/or tracking procedures currently used by CPX Research to measure traffic, performance and all related data.
1.19 “Website” means our website, which can be reached at www.cpx-research.com or www.make-opinion.com including all published content.
2. Eligibility Requirements
2.1 The publisher’s minimum age is eighteen (18) years or a corporate legal entity.
2.2 The publisher fulfills all the conditions set out in this agreement
2.3 The publisher has the necessary rights and powers to assume and fulfill the obligations stipulated in this agreement.
2.4 All information provided to CPX Research, including but not limited to, information about publishers activity related to the publishers network, all relevant payments is and remains accurate, complete and current.
2.5 None of the applications contains illegal, defamatory, abusive, defamatory, fraudulent, abusive, harassing or pornographic content/material.
2.6 The publisher is the registered owner of the applications listed in the publisher login under “Applications”, including all domain names.
2.7 The publisher will quickly provide CPX Research with any information, records or documents that CPX Research requests to verify the publisher’s conformity with the here mentioned Terms and Conditions. CPX Research may at any time request the publisher to remove the survey offers from concerned applications, with or without reason, and the developer will immediately meet all of these requirements. Failure by the publisher of its obligations under this paragraph constitutes a material breach of this agreement and results in the immediate termination of this agreement without the right to compensation.
Subject to the terms of these Terms and Conditions, CPX Research will use commercially reasonable efforts to provide the following Services (collectively, the “Service”):
3.1 Host, maintain and make available the Website, the Publisher Dashboard and the App;
3.2 Serve surveys provided by Advertisers for distribution; CPX Research does not assume any obligation to routinely check surveys provided by Advertisers. In case CPX Research gets informed that a specific survey is not compliant with its policies, advertiser contracts, applicable laws or regulations, CPX Research will investigate and at CPX Research discretion remove that survey, if necessary;
3.3 Make the CPX Research App available to deliver surveys to the Publisher;
3.4 Track Account Data and make the statistics available to Publisher;
3.5 User support: CPX Research is only responsible for responding to user requests related to transactions made through the service / application. CPX Research may compensate a user with virtual currency based on the information provided by that user (survey details, screenshots, error logs etc), even if that information at last cannot be confirmed by advertisers. In this case the transaction also will not be paid to the publisher. CPX Research is always motivated to find a satisfactory solution for users/panelists and publishers. Therefore the publisher will be able to setup the goodwill range in its publisher account. The standard goodwill is “moderate”. The publisher can adjust this one inside the dashboard to “generous” or “strict”. We try to claim every goodwill from advertisers, although it can be rarely paid to the publisher. CPX Research offers users assistance during normal office hours (Monday to Friday) via the support ticket system (in the app) and by e-mail; and
3.6 Publisher support: CPX Research provides technical support to assist the publisher by Livechat (on website) and email during business hours (Monday to Friday). A personal account manager will be also available on skype (or similar messenger).
4. Payments and Validations
4.1 Publisher’s only compensation under this Agreement (defined above as “Commission”) shall be derived from the Net Proceeds actually collected and received by CPX Research in connection with the required User Activities. CPX Research shall in no event be responsible for paying any Commission if the Advertiser fails to pay CPX Research. In case that the balance of amounts payable to the Publisher is less than twentyfive dollars ($25) or the equivalent thereof in the applicable currency, the balance will be carried forward to the following calendar month until a) the balance of amount exceeds twentyfive dollars ($25) or the equivalent thereof in the applicable currency, or b) the Agreement is terminated. Notwithstanding the foregoing sentence, CPX Research will pay out any accrued Commission amount by the end of each calendar year if the twentyfive dollars ($25) threshold is not reached by the end of the then current calendar year.
4.2 Commissions generated in the ongoing month will be invoiced until the 15th of the following month (“billing period”). After the invoice was created by CPX Research, the payment terms are NET90. During this period of time the advertiser still can validate / devalidate (see 4.4) the users / panelists survey participations and also check them for fraudulent activities (see 4.5.) for the current period. Any advertisers devalidations after the current billing period will be taken into the next payment period.
4.3 The Commission is due and payable within ninety (90) calendar days after the invoice was created by CPX Research and in US-Dollar, if not otherwise agreed between the Parties. CPX Research may deduct from the payable amounts the costs (if any) of the wire transfer of the payable amounts to Publisher’s bank account or of such other payment method as may be agreed between the Parties.
4.4 Validations / Devalidations. Advertisers can devalidate a users / panelists entry at any time. This devalidation (cancellation of generated earnings) is due to reason of fraud (see 4.5) or invalid responses of the user / panelist (e.g. speeding, pattern, nonsense and others). We will take the cancellation into the current or upcoming payment calculation and inform the publisher about the bad performance.
4.5 Fraud. CPX Research is not required to pay publisher for any fraudulent actions generated by any person, bot, automated software or similar in relation with survey offers. In case: Publisher should immediatly inform CPX Research of any kind of fraudulent activity. Publisher will recieve a financial penalty (same amount of the damage created) and have offset any payments made (if suitable) which are determined by CPX Research (in its sole and absolute discretion) to have been generated by publisher or from the Application(s) in violation of these Terms by CPX Research.
4.6 Taxes. Publisher is responsible for providing and maintaining accurate contact and payment information.
5. Insurance and guarantees
5.1 General. Each party guarantees and guarantees that: (a) it has the full right of enterprise or organization, the power and the power to conclude the contract and to execute the actions required by it; (b) the performance of this Agreement and the performance of its obligations and duties does not violate any agreement to which it is party or to which it is bound, or the applicable federal, state or local laws or regulations to which it is bound is subject ; and (c) this Agreement is a valid and binding agreement which is enforceable under its terms.
5.2 Guarantees and guarantees of the publisher.
a) The publisher ensures and guarantees that it ensures that all the characteristics of the publisher (i) comply with all applicable federal and state laws and regulations such as the Criminal Code and the protection of minors and do not contain nor do they promote illegal content. (ii) not offer discounts, coupons or incentives, including cash, points, prizes and contest entries, to attract visitors to publisher properties and generate commissions; (iii) do not infringe any intellectual property rights or infringe or otherwise infringe a duty or rights towards a person or entity, including, but not limited to, the rights to privacy and The advertisement; (iv) No spyware, pirated copies, tools for circumventing or pirating digital rights, spam tools or material containing violence, war, hatred, revenge, racism, sexism, victimization, any form of discrimination, insults, pornography, obscenity, criminal activities or material likely to cause serious moral prejudice to children or young persons or to endanger their well-being or which are otherwise prohibited by applicable law; (v) does not lead to consumer fraud, product liability or breach of contract in which the publisher is involved or does not cause any damage to third parties; (vi) does not contain any content that adversely affects CPX Research and / or its advertisers (each “prohibited content”); (vii) Comply with all applicable terms and conditions of application store providers such as Google Play and Apple Store, including the Apple Developer Program License Agreement, the Android Market Developer Distribution Agreement and all other conditions required by third party distribution platform providers; and (viii) only offers “virtual currency” as an incentive, unless it complies with the notification requirements set out in these publisher’s terms and conditions.
b) Notice. The publisher also warrants and warrants that: (i) none of the publisher’s properties will be installed on a user’s device without their consent; (ii) each publisher property includes clear disclosure and deletion guidelines; (iii) The publisher includes a privacy statement in each publisher property and on any website from which publisher property is available for download, stating that the publisher allows third parties to place advertisements in the property and publisher information collect and use how the user uses publisher property, including tracking data; and (iv) the publisher receives an acceptance from each user which accepts the collection of tracking data and maintains documentation in which such consent is specified.
c) Advertisements. The publisher affirms and guarantees that it will not allow third parties to support or encourage them to (i) display the advertisements other than through the publisher’s properties; (ii) modify, modify, translate or create works derived from advertising in whole or in part in any way; (iii) modify, hide or delete the notices, credits, attributions or confirmations contained in or in the advertisements; (d) use, copy, reproduce, retransmit, redistribute, reuse, transmit or distribute advertisements other than those expressly authorized herein; (iv) use the advertising in a manner that gives a false or misleading impression or attribution; (v) develop an application or program having the same main function as the service; (vi) circumvent, deactivate or otherwise compromise the security features of the advertisement or service; or (vii) reverse engineer, disassemble, decompile or otherwise attempt to derive or otherwise derive source material for the Service.
6. Confidentiality and data protection
6.1 The party receiving the confidential information will use the same level of care to protect the confidential information of the disclosing party that it uses for its own similar information, but in no case with reasonable care, and will only use this confidential information for the purposes of Exercising your rights or fulfilling your obligations under this Agreement.
6.2 The receiving party will immediately return or destroy the confidential information of the disclosing party at the request of the disclosing party.
6.3 The receiving party may not disclose confidential information to anyone or to third parties other than (a) its employees and agents who strictly need access to this confidential information and who accept the terms of this agreement with regard to: comply with the protection, use and confidentiality of this confidential information, (b) when applicable law, an administrative process or a court decision so requires; provided, however, that the receiving party limits disclosure only to information that must be disclosed in order to comply with such laws, processes or orders, and immediately informs the disclosing party in advance of such forced disclosure to the extent permitted by law that the disclosing party may try to protect this information.
6.4 Data protection.
d) You do not guarantee that third parties who use your application / website will not introduce viruses, worms, harmful codes and / or Trojans into our services.
a) If the publisher makes content available to children under the age of 13 in the United States, this section 6.5 applies. The publisher warrants and warrants that: (i) the publisher complies with all applicable laws and regulations relating to the Child Protection Online Privacy Act 1998 and its rules, which may be changed from time to time (collectively, “COPPA “); (Ii) Unless otherwise stated in a notice described in this section, the publisher’s properties are not intended for children under the age of 13 and the publisher has no real knowledge that the properties of the publisher is personal information of children under the age of 13.
b) The publisher can access a specific area of the dashboard to indicate its publisher property by clicking on a check box for children under 13 years of age. If the publisher does not correctly indicate its publisher ownership or that CPX Research makes no other communication in accordance with this provision, CPX Research may rely on the publisher’s representation and assume that the publisher’s property does not is not intended for children under the age of 13. The publisher must immediately notify CPX Research in writing if the claims in this section 6.5 regarding the publisher’s property are or become false. provided, however, that no such notice releases the publisher from its obligations with respect to such statements until such notice is received by CPX Research.
7. Exclusion of liability and limitation of liability
7.1 progress; Quality; Defaults; Exclusion of liability.
a) The service must naturally be continuously updated and developed over time. Updates that guarantee and improve usability can make some changes to and to the service. The objective of CPX Research in introducing such changes is to improve the service experience of publishers. CPX Research therefore grants the publisher access to the service in its form or its version available at any time. The publisher acknowledges that changes to the service may affect system and compatibility requirements. The publisher is not authorized to maintain or restore the service under a certain condition or scope. The publisher’s resources regarding defects linked to the technical usability of the services remain unchanged. CPX Research therefore reserves the right to propose new functions, to delete or to modify functions of the service. The publisher hereby accepts the modifications made to the service and for the service, as introduced from time to time by CPX Research, as well as the additions, deletions, reintroductions and other modifications of the functions. In addition, the publisher hereby agrees to make changes to the properties, functions or capabilities of all service elements or functionalities at the discretion of CPX Research. Such changes can improve the efficiency and function of certain features, but can also significantly reduce or even completely remove certain features. In such cases, the publisher has the right to terminate the contract with immediate effect. The publisher has no other claims against CPX Research due to changes to the service and in accordance with this paragraph (a).
b) CPX Research offers the service according to the state of the art. However, CPX Research cannot guarantee at any time that the service will be free from defects or faults. The publisher therefore recognizes that the services may not always function properly. CPX Research makes every effort to ensure the full usability of the service. At the same time, the software that is part of the service (like any other software) cannot be provided completely without errors. In such cases, the publisher can only claim compensation for poor service if its user-friendliness is seriously and definitively altered.
c) The publisher recognizes that the service may be subject to technical restrictions. This applies in particular to the maximum storage capacity or the maximum data size.
d) CPX Research is entitled to delete data and / or refuse to store data if the technical limits are exceeded and the provisions of these conditions of publication are taken into account. CPX Research will notify the publisher before deleting the data if such actions affect the publisher.
e) CPX Research protects its systems against virus attacks. Despite all precautions, a virus attack cannot be completely ruled out. In addition, an unauthorized third party may send emails to CPX Research without the consent of CPX Research. These emails may contain viruses, called “spyware” or links to web content containing viruses or spyware. These actions are beyond the control of CPX Research. Therefore, Publisher should scan all incoming emails sent as CPX Research for viruses. The same goes for emails from other publishers or advertisers.
f) The publisher must adequately document all faults found in the service and report them in writing to CPX Research. Before reporting a bug, publishers should consult the CPX Research operating instructions and possibly other troubleshooting materials (especially lists of frequently asked questions, discussion forums on issues, etc.). The publisher will provide all necessary collaborations and support CPX Research in its efforts to resolve service issues.
Errors caused by external influences such as publisher operating errors, force majeure, modifications which have not been made by CPX Research or other manipulations are excluded from the warranty.
7.2 limitation of liability; Availability.
a) CPX Research is only liable for damages if it has acted willfully and with gross negligence. In the event of breach of essential contractual obligations, CPX Research is also liable for simple negligence. Significant contractual obligations (or so-called cardinal obligations) in accordance with the law are only obligations that facilitate the proper performance of the contract and the obligations on which the publisher can rely.
b) CPX Research’s liability is always limited to foreseeable damage in the event of breach of essential contractual obligations.
c) Typical foreseeable damage according to sub-section b above. cannot exceed $ 2,000 per account.
d) The above limitations of liability do not apply to liability for injuries to life, limbs and health or if a guarantee is given by CPX Research or liability under the law of liability because of the products. The responsibility of CPX Research in accordance with § 44a ESK remains unchanged.
e) CPX Research is only responsible for advice in the event of a problem with its service.
f) On an annual average, CPX Research guarantees an availability of 99.5% for each service. Are excluded from the calculation of availability in accordance with this provision, periods during which the server of the individual service due to technical or other problems which exceed the sphere of influence of CPX Research (for example, force majeure, fault of third parties and events similar), is not available. ;; (ii) Periods of regular maintenance. In addition, CPX Research may restrict access to the service if this is necessary for reasons of network security and operation, maintenance of network integrity and in particular operation and measures to avoid serious network malfunctions , software or stored data. All the periods mentioned here are not taken into account in the calculation of availability. CPX Research’s responsibility for the unavailability of the server remains unchanged in the event of intent and gross negligence. The service may not be available worldwide. Whether the service is fully accessible or to a limited extent may depend on legal and licensing requirements in some countries.
g) The above limitations of liability also apply to the liability of employees, workers, employees, representatives and representatives of CPX Research, in particular for the benefit of shareholders, employees, representatives, companies and of their members regarding their personal responsibility.
8. General provisions
8.1 Entire agreement; Change; Severability clause. The agreement supersedes all previous agreements between the parties relating to the subject matter of this agreement. No provision of the contract is deemed to be canceled, changed or modified by one of the parties, unless such waiver, such change or modification is made in writing and signed by both parties. If a competent authority determines that a provision of the contract is not enforceable or invalid under applicable law, the validity of the remaining provisions will not be affected. This provision is interpreted in such a way that the parties’ objectives are better achieved within the framework of applicable law or applicable court decisions.
8.2 Confidential. None of the parties may disclose the terms of this agreement or other confidential information to third parties, unless authorized by the publisher or its professional advisers, under strict confidentiality, in accordance with article 7 of these general conditions. Notwithstanding any provision to the contrary in these general conditions for publishers, CPX Research may communicate the general nature of the agreement and identify or disclose the characteristics of the publisher and the publisher as participating in the service to third parties, including in notices to existing and potential advertisers, as well as in CPX Research advertising and press materials.
8.3 Publicity and test results. (a) As part of collaboration under this Agreement, each party has the right to disclose the name of the other party’s business in press releases, promotional materials and other public communications. Each party can exercise the above right and also obtain the prior approval of the other party if at least one publisher was online at least three calendar months before the date of notification with at least one of CPX Research’s advertising products. (b) In addition, CPX Research has the right to provide the public with case studies containing publisher information. These case studies describe the business situations, problems, analysis, solutions and results of publishers using the CPX Research advertising monetization platform. These case studies are prepared in collaboration with the publisher and their publication requires the publisher’s consent.
8.4 Force majeure. Neither party shall be liable for failure or delay in the performance of their obligations for reasons beyond their control, including, but not limited to, force majeure, terrorism, war, riots , fires, earthquakes, floods, or the deterioration or failure of third-party networks or communications infrastructure.
8.5 Note. Notifications must be made in writing and are deemed to be given if (a) they are hand delivered or (b) by a recognized overnight courier service (evidenced by a written verification of personal delivery, certified or recorded by a courier or post office) or (c) if by An email has been sent to the recipient and the most recent email address provided by the other party, provided that (1) the sender can confirm that the email appears to have been sent successfully and is not being received according to its normal technical records. Error message and (2) the email contains “LEGAL NOTICE” in the subject line. If emailed to CPX Research by the publisher, the following address should be copied: firstname.lastname@example.org. Notices to a party must be sent to the postal and electronic addresses specified in the publishing contract or to another address of which a party may notify the other party in writing during the term.
a) CPX Research reserves the right to modify or revise prospectively these general conditions of the publisher at any time if CPX Research deems these measures necessary without harming the publisher in accordance with the principle of fairness and good faith. In particular, changes to the legal environment may require changes to these terms and conditions of the publisher. In addition, new court decisions represent a change in the legal situation. Some later changes and developments of the service may require modification or addition to these terms and conditions of the publisher.
b) Any change or addition will be appropriately announced at least four weeks before it comes into effect. In general, information on changes to the publisher’s terms and conditions will be published by email and / or on the site or service.
c) The publisher has the right to object to modifications or additions within four weeks of the date of publication / notification and the possibility of confirmation. In the event of timely opposition, both parties have the right to terminate the contract for just cause in accordance with the termination provisions set out in this contract. The other termination rights remain unchanged. If the publisher does not object within the opposition period or if the publisher continues to use the service, the modification or addition is considered to be accepted and becomes an integral part of the agreement.
d) CPX Research specifically informs the publisher of changes to the publisher’s general conditions and of the possibility of raising and canceling objections, the deadline and the legal consequences, in particular the consequences of non-objections.
8.7 Applicable law and competent court. These publisher’s general conditions and the agreement are subject to the laws of the Federal Republic of Germany, excluding conflicts of laws. The publisher and CPX Research agree that the courts of Hanover are solely responsible for all complaints between the parties arising out of or related to this agreement, and that the parties hereby agree to the personal jurisdiction and jurisdiction of these courts.
8.8 assignment. The parties will not assign this agreement or any rights or interests arising therefrom to third parties without the prior written consent of the other party. No assignment by the publisher with or without the consent of CPX Research releases the publisher from its obligations under this agreement. Notwithstanding the foregoing, either party may assign the Contract (a) by way of a merger or sale of all or substantially all of its assets or capital. or (b) to a successor or agent of all or almost all of their business. Subject to the above provisions and the limitation of assignments, the agreement is fully binding on the parties and their respective successors and assignments, in favor of the parties and enforceable. Unless otherwise authorized, any attempt to assign or delegate is void, void and of no effect.
8.9 Independent contractors. The parties’ relationship is that of an independent client, and nothing in the agreement is intended or interpreted to create an employer-employee relationship, a client-agent relationship, or a partnership or joint venture, or to exercise control or to allow instructions on how or how the other conducts business or provides usual services. Neither party is authorized to bind the other party or to enter into commitments on its behalf without the other party’s prior written consent.
8.10 Third party beneficiaries. This agreement is not intended to create third party beneficiary rights over any third party or organization that is not a party to this agreement.
Copyright (c) Make Opinion GmbH, November 2020