General Terms and Conditions (T&Cs)

Section 1 Area of use

a. YIELDKIT GmbH (hereinafter referred to as “YIELDKIT”) is a provider of technology which enables operators of websites, ad networks or software (hereinafter referred to as “PUBLISHER”) to monetise existing content, product links, names of products, manufacturers/brands or shops (hereinafter referred to as “Keywords”) or product-related traffic. This is accomplished by connecting links to websites or products from ad networks or advertisers (hereinafter referred to collectively as “Advertisers”) using Keywords with the help of Yieldkit tools, and thus to advertise. The Advertisers undertake to pay a commission for any transaction carried out or users’ clicks.
b. Our current General Terms and Conditions (T&Cs) – see below – shall govern exclusively the legal relationship between the PUBLISHER and YIELDKIT arising from registration.
c. Any deviating provisions in the PUBLISHER’s General Terms and Conditions (T&Cs) as well as any amendments and additions to these T&Cs shall only be deemed valid insofar as they have been accepted by YIELDKIT in writing. This also applies if the PUBLISHER’s Terms and Conditions have not been expressly contradicted.
d. In addition to these General Terms and Conditions, the respective terms and conditions of the business of the Advertisers with whom YIELDKIT collaborates shall apply, unless the PUBLISHER has listed specific Advertisers as “to be excluded” in their personal system settings. Details of the networks’ respective general terms and conditions are available from YIELDKIT upon request. By registering for the services provided by YIELDKIT, the PUBLISHER also expressly accepts the Advertisers’ General Terms and Conditions as an integral part of the contract.

Section 2 Subject of contract

a. The technology provided by YIELDKIT GmbH enables the PUBLISHER to carry out content-specific monetisation in the area of online marketing. YIELDKIT uses its technology to convert product links, links to shops or manufacturers and Keywords into campaign links. It combines these with the Advertisers’ corresponding advertising campaigns. The data-driven real-time automation platform handles the delivery, data management and revenue optimisation, which makes it easier to integrate Advertisers on one or more of the PUBLISHER’s websites. When a user clicks on the link, the technology checks in real time whether there is an advertising program for the link. If a program exists, the technology converts this link without visibly changing it. After clicking on the link, the user is directed to a third-party website where a transaction can be carried out. When the user is forwarded to the third-party provider, the technology records user data, which can be found under the User Data menu option in the YIELDKIT Data Privacy Policy. This is exclusively pseudonymised data that cannot be used to trace back to an actual person.
b. YIELDKIT provides the following technologies (hereinafter referred to as “Tools”) to monetise websites:

  • “YieldLink” converts existing product links on websites into campaign links at the very moment that the user clicks on the link. After clicking on the link, the user is directed to a third-party website where a transaction can be carried out.
  • “YieldConnect” converts Keywords into product links without changing the name of the Keyword. After clicking on the link, the user is directed to a third-party website where a transaction can be carried out.
  • “YieldShare” allows the PUBLISHER to convert a product link or link to a website into a campaign link, which then pays a commission after the user’s click and transaction and manually uses its tracking.
  • “YIELDKIT API” provides the open APIs “Search API”, “Advertiser API” and “Incentives API”, with which the PUBLISHER is able to monetise content or traffic by means of an individual advertising integration. The advertising integration is enabled by YIELDKIT.

c. The PUBLISHER is given the right to use these tools for the term of the contract. Further rights are not transferred. YIELDKIT reserves the right to technically adapt, amend, exchange or replace the tools at any time with other technologies.
d. The use of the tools and functions within YIELDKIT is available free of charge to the PUBLISHER.

The conversion of product links, links to shops or manufacturers and Keywords in campaign links gives the PUBLISHER the opportunity to receive commission on completed transactions that have taken place between end customers and retailers, who advertise their products via an ad network or via their own campaign program.

The analysis for transactions, clicks or commissions is carried out exclusively between YIELDKIT and the Advertisers. YIELDKIT will collect the final commissions confirmed by the Advertisers and will pay them proportionally to the PUBLISHER as described in Section 8 Remuneration. YIELDKIT shall only retain a portion of the commission generated with the Advertisers.

Section 3 Parties to contract

a. The contracting parties are YIELDKIT and the PUBLISHER.
b. The PUBLISHER operates one or more websites with editorial content or user-generated content, or operates software which enables product-relevant content to be monetised.
c. YIELDKIT has a separate contractual relationship with Advertisers.
d. The PUBLISHER has a separate contractual relationship with its users, over which YIELDKIT has no influence.
e. The contract does not establish any kind of relationship pertaining to a commercial representative, middleman or commission agent; it also does not authorise any of the contracting parties to issue legally binding statements concerning both or the other party or to obligate or represent them in any other way.

Section 4 Conclusion of contract

a. The PUBLISHER shall register its website at https://home.yieldkit.com/sign-up, thereby accepting the prevailing terms and conditions of business. By completing the registration, the PUBLISHER undertakes to provide all information required in full and truthfully as well as to keep the information up to date. With the submission of the registration form, the PUBLISHER agrees to conclude the contract for the use of YIELDKIT tools.
b. Insofar as YIELDKIT accepts this offer, YIELDKIT shall send confirmation by email to the email address provided, which is then confirmed by the PUBLISHER.
c. By confirming the registration, the PUBLISHER agrees to these General terms and Conditions of business, and the service provided by YIELDKIT is activated.
d. YIELDKIT reserves the right to decline the registration without the need to cite reasons for doing so. In this case, any details provided during the registration process shall be deleted by YIELDKIT without delay.

Section 5 Rights and obligations pertaining to YIELDKIT

a. YIELDKIT shall make the tools and system available for the PUBLISHER to be able to register, manage and configure its account.
b. YIELDKIT provides the PUBLISHER with an analysis tool with which it is able to check the performance of specific campaigns and Keywords as well as revenues generated.
c. YIELDKIT shall establish the connection in its system between the PUBLISHERs’ websites and Advertisers’ campaigns.
d. YIELDKIT establishes the contractual relationship with the Advertisers and invoices them for income generated from turnover.
e. YIELDKIT may, at any stage, include further Advertisers. The PUBLISHER shall accept these insofar as they have not been listed in the PUBLISHER’s personal settings as “to be excluded”.
f. YIELDKIT settles the commissions earned with PUBLISHERS on a monthly basis.

Section 6 Rights and obligations pertaining to the PUBLISHER

a. The PUBLISHER integrates the JavaScript received after having logged into the YIELDKIT system into the HTML code for its website or incorporates it into its own software and configures the products in accordance with its own requirements.
b. The PUBLISHER is able to check commission claims on its dashboard from traffic that has been forwarded. Moreover, it is able to control participation in campaigns or collaboration with certain networks, or else decline them.
c. The PUBLISHER is entitled to use the services provided by YIELDKIT solely for the purpose and to the extent as described in Section 2.
d. The PUBLISHER logs into the system and configures it according to its own requirements. The PUBLISHER defines the intensity of the services provided, i.e. what kind of Keywords are converted into links, what word frequency links can be set as well as where and how often ad placements can be used.
e. If the user hovers the mouse cursor over the link set by “YieldConnect”, a text, icon or ad is displayed that is individually configured individually by the PUBLISHER. Text example: “YIELDKIT product recommendation”.
f. The PUBLISHER defines Advertisers and shops, the links for which are not to be converted.
g. The PUBLISHER defines whether pre-existing (either editorial or set by users) affiliate links are converted.
h. The PUBLISHER sets a password and undertakes to take appropriate measures to protect this password and access to the user account from unauthorised third parties. If there is reason to suspect that third parties have obtained knowledge of the password or access data for the user account, the PUBLISHER undertakes to inform YIELDKIT immediately by email at: [email protected].
i. The PUBLISHER gives assurance that it possesses the necessary rights to the website and/or for the monetisation of that website. Furthermore, the PUBLISHER is still obliged to ensure that its website is duly endorsed with a provider designation within the context of Section 5 of the German Telemedia Act (TMG). In addition, the PUBLISHER hereby undertakes not to publish any content that is unlawful, infringes the rights of third parties or offends common decency. Illicit content includes such content that breaches intellectual rights, industrial rights or any other rights of third parties, in particular copyrights, trademark rights as well as personal rights of third parties. The PUBLISHER undertakes, in particular, not to publish any content of a criminal nature, pornographic or racist material, as well as subject matter that glorifies violence and/or is liable to have a harmful influence on the development of young people.
j. In the event of any breach of obligations stated in Section 6 h) and i), the PUBLISHER hereby releases YIELDKIT from any claims, including claims for compensation, made by third parties (e.g. Advertisers) against YIELDKIT. The PUBLISHER shall accept all reasonable costs incurred by YIELDKIT as a result of the above, including reasonable costs incurred for legal defence. All further rights and compensation claims asserted by YIELDKIT shall remain unaffected. The PUBLISHER retains the right to prove that YIELDKIT actually incurred lower costs. Where the PUBLISHER is not responsible for the breach of law, the aforementioned duties of the PUBLISHER shall not apply.
k. The PUBLISHER shall not make the services or software provided by YIELDKIT available to third parties. Moreover, the PUBLISHER agrees to the following concerning the services and software:
i. not to change, translate, decompile or, otherwise create products derived therefrom,
ii. not to transfer, lend, lease or amend their documentation to third parties.

Section 7 Term of contract, notice of termination

a. The contract between YIELDKIT and the PUBLISHER shall come into force once the PUBLISHER has created an account and once YIELDKIT has activated the account in line with the provisions governing Section 4.
b. The contractual relationship can be terminated by either party to contract by serving notice no later than 30 days prior to the end of a calendar month.
c. Upon serving notice, confirmed credit amounts shall be deemed as being a residual balance until the termination of contract takes effect. If the remaining balance is less than 30.00 euros, a processing fee of 5.00 euros shall be levied. d. If there have been no confirmed sums credited to the PUBLISHER’s account within a period of two (2) years following registration, YIELDKIT reserves the right to close the account and to annul the registration, thereby ending the contractual relationship. A registration renewal by the PUBLISHER is possible.

Section 8 Remuneration

a. As soon as a transaction is effected via a product link or ad display that has been converted, placed or displayed by way of one of the services described in Section 2, YIELDKIT is eligible to claim commission from the Advertisers (hereinafter “Claim for commission”). As regards CPC or CPM campaigns, a variable amount is paid out, which depends on various factors such as number of valid clicks, number of valid ad impressions or the CPC or CPM amount negotiated with the Advertiser. YIELDKIT bills the Advertisers for the commission amount due.
b. The number of transactions generated as well as the commission amount can be viewed at any stage using the analysis tool in the “dashboard” (https://home.yieldkit.com).
c. YIELDKIT passes on a share of the commission earned from the Advertisers (hereinafter “Revenue Share”) to the PUBLISHER. The following conditions as well as the provisions under Section 9 of the General Terms and Conditions govern how Revenue Share is generated and calculated.
d. The subject of the Revenue Share is basically only an actually confirmed commission claim; a claim that has been registered does not necessarily mean that the credit amount is due. The Revenue Share is only credited after payment has actually been received by YIELDKIT.
e. The Revenue Share is calculated on the basis of the “Net Revenue”, which, in turn, is the commission amount paid by the Advertiser less the following expenses incurred by YIELDKIT:

(i) All taxes that YIELDKIT has to pay or deduct in connection with the rendering of the services, all charges pertaining to the processing of credit card payments, bad debts and chargebacks, commission or discounts that are granted or paid to advertising agencies, costs in conjunction with creative services, reimbursements to advertisers and business partners, miscellaneous payments to third parties, provided that YIELDKIT makes these in order to claim the commission; and

(ii) Costs incurred from selling (including web-hosting costs), costs in connection with acquiring YIELDKIT business partners, advertising costs as well as costs associated with implementing and maintaining software and services, insofar as YIELDKIT renders these in each case in order to achieve its commission claim.

f. The PUBLISHER receives Net Revenue less a percentage amount retained by YIELDKIT, which is shown in the currently valid “PUBLISHER commission list”. The PUBLISHER commission list is a part of the contract and saved at: https://www.yieldkit.de/commissions/ The percentage is determined according to the type of campaign carried out as well as the tools and services used by YIELDKIT for it.
g. The PUBLISHER is able to recruit further publishers. If an advertisement is successful, the former receives 10% of the turnover for one year, which YIELDKIT retains in the Revenue Share from the acquired publisher. The recently acquired publisher must be generated by means of the personal partner link which the PUBLISHER will find in its account.
h. The PUBLISHER agrees to the procedure of receiving credits rather than the billing of amounts. YIELDKIT will issue monthly billing statements if the turnover amount equals or exceeds 30 euros. If the amount is less than 30 euros, it will be accumulated and a statement issued once the threshold value has been reached. Credited amounts will be sent by email to the address given by the PUBLISHER and transferred to the bank account or PayPal account stored under the PUBLISHER’s details. The amounts will only be credited and transferred once the commission claim has actually been paid. Where costs have been involved in transferring the amount, e.g. SWIFT, the charges will be shared.
i. Individual remuneration claims expire after a period of three (3) years has elapsed, calculated from the end of the year in which the PUBLISHER’s account was credited with the amount.

Section 9 Recording and determining remuneration sums

a. When a user clicks on a link created or converted by the PUBLISHER using YIELDKIT, various types of recording technologies (“tracking”) are used as part of the campaign programmes. In using these technologies, the different YIELDKIT partners monitor possible transactions arising from the visit of a third party to websites (e.g. online shops and other providers of goods and services on the Internet) as a result of the linked recommendation.
b. If, as a result of such a link, a commercial transaction takes place between the user and the provider of the website advertised by the recommendation, YIELDKIT shall receive a performance-related remuneration (entitlement to a commission) from the advertiser. YIELDKIT shall record the PUBLISHER through which the transaction came about and shall remunerate that PUBLISHER for a successful transaction in line with the terms set out in Section 8 of these General Terms and Conditions.
c. The claim by the PUBLISHER for Revenue Shares shall be granted under the following cumulative provisions:

i. The link converted by YIELDKIT or placed on the PUBLISHER’s website has enabled a third party to enter into business with the relevant
recommended website,
ii. The link is successfully connected to a campaign programme by YIELDKIT’s partners,
iii. The transaction has been tracked by the associated campaigns and has been approved by the same or their respective partners, and
iv. The transaction was not brought about by brand bidding, i.e. by the PUBLISHER offering registered trademarks on search engines with a view to  monetising the ensuing traffic using YIELDKIT’s services,
v. The transaction has not been brought about by cookie stuffing/cookie dropping, i.e. the posting of a third-party cookie by the PUBLISHER without
the user’s knowledge while the latter visits a website or uses a software with a view to monetising this cookie by using YIELDKIT’s services,
vi. The third party has not rescinded the contract or withdrawn from the purchase by sending back or cancelling the product or service,
vii. There is no malpractice, in particular, to the misrepresentation of transactions that have not actually taken place, for instance by unauthorised
disclosure of third-party data or by providing false or non-existing details when ordering the goods and/or services or online registrations.

Section 10 Data privacy, data usage

a. YIELDKIT hereby expressly undertakes to abide by the statutory provisions governing personal data.
b. When using the services provided by YIELDKIT, only data that is required in order to register, operate, use and further develop YIELDKIT’s products will be recorded and processed.
c. Please refer to the following link for separate data protection terms concerning YIELDKIT’s Privacy Policy terms; these are retrievable at https://www.yieldkit.com/privacy/.
d. The PUBLISHER undertakes to observe all applicable data protection laws when using the services provided by YIELDKIT, first and foremost to maintain an adequate data privacy statement on its website and, in particular, not to process personal data without a sufficient legal basis. Furthermore, the PUBLISHER undertakes to use the following text to indicate that it is making use of the of the service provided by YIELDKIT, and this will generate commissions in the event of a purchase:

“This website contains partner links of YIELKDIT GmbH, Jarrestraße 44b, 22303 Hamburg. If you click on these links, a clear and distinct URL will appear: r.srvtrck.com – which will transfer you to the respective target page. If you buy something from the respective provider or else take advantage of the provider’s service, we will receive commission on it. YIELDKIT will record these sales but does not ever record personal data associated with it such as your name and address. For more detailed information regarding stored data and opt-out options, please visit https://www.yieldkit.com/privacy/ and https://r.srvtrck.com/ “.

e. All user data gained by the PUBLISHER from using YIELDKIT’s services are solely the property of the PUBLISHER for the term of this contract.
f. YIELDKIT will save the PUBLISHER’s user data during the term of this contract and make it available to the PUBLISHER. The PUBLISHER hereby grants YIELDKIT a non-exclusive, worldwide free licence to use, compile, store, process, reproduce and make available the user data solely to the PUBLISHER.
g. In the event that the PUBLISHER’s data is lost or damaged, YIELDKIT will provide remedial action, provided that these measures are limited to restoring this data from the current back-up of such data and are feasible within a reasonable commercial framework. YIELDKIT is not liable for the loss, destruction, alteration or disclosure of user data by third parties, unless these third parties are in a contractual relationship with YIELDKIT in connection with master data maintenance or data back-up.

Section 11 Liability

a. YIELDKIT shall not be held liable for the content of third-party websites, for damage caused by the defect or incompatibility of the PUBLISHER’s software or hardware, or for damage caused by a lack of availability or working of the internet.
b. Otherwise, liability is only accepted – irrespective of the legal grounds –

i. for intent or gross negligence on the part of a legal representative of a senior employee or other agent,
ii. as a result of any culpable breach of an essential contractual obligation (whereby the term ‘essential contractual obligation’ refers to such an
obligation, the performance of which enables the proper performance of the contract and on which the other party may regularly rely), in the
event of delay and impossibility.

c. The amount of liability in the case of pecuniary and material damage under Section 11.b.ii is limited to the amount of the typically foreseeable damage.
d. The aforementioned limits of liability do not apply in cases of mandatory legal liability, in particular under the Product Liability Act, where a guarantee is given and in the event of culpable damage to life, body and health.

Section 12 Subject to change

a. YIELDKIT shall reserve the right to amend the terms of business and services, with the exception of key contractual obligations in line with the following provisions, provided that these are deemed acceptable, taking the interests of YIELDKIT and the PUBLISHER into account, especially
(i) to take consideration of circumstances over which YIELDKIT did not have any influence (e.g. changes to the market situation on the market, changes
in legislation or jurisprudence of the highest courts), or
(ii) to close a loophole that has arisen in the contract, or
(iii) if changes do not basically entail any disadvantages for the PUBLISHER, e.g. changes in contact details, inclusion of additional services or similar.

b. YIELDKIT will let the PUBLISHER know about any amendment or addition to these General Terms and Conditions prior to the change taking place by one of the following means: either the amended terms of use will be made available to the PUBLISHER prior to activating the new functions or services within the YIELDKIT products and their consent is obtained, or YIELDKIT will inform the PUBLISHER with reasonable advanced notice, but no less than six (6) weeks prior to the intended changes coming into force, via an e-mail sent to the e-mail address specified at registration.
c. Consent to the amendments and/or additions are deemed given, insofar as the PUBLISHER does not object to the amendment in writing (by email) within six (6) weeks after having received notification of the pending change or addition. Receipt of the objection by YIELDKIT shall be considered as decisive in terms of the time limit.
d. In the event of objection to the change/addition, YIELDKIT shall be entitled to cancel the contract for exceptional reasons.
e. YIELDKIT shall draw the PUBLISHER’s attention to the possibility of objection, the form it takes as well as the deadline, the legal implications of an objection which is not in the correct form nor on time, as well as the possibility that YIELDKIT terminates the contract on exceptional grounds in the notification of the intended change to these General Terms and Conditions.

 

Section 13 Final provisions

a. This contract is governed by the law of the Federal Republic of Germany, excluding UN sales law.
b. It is hereby agreed that the legal jurisdiction shall be solely Hamburg, Germany, to the extent permitted by law.
c. Where YIELDKIT’s contractual partner has permanent residence or their main registered office outside of the European Union, all aforementioned disputes shall be finally settled under the Rules of Arbitration of the Hamburg Chamber of Commerce to the exclusion of ordinary courts of law.
d. Should certain provisions of these General Terms and Conditions not be legally effective, lose their legal effectiveness due to a later circumstances, or should a loophole emerge in the General Terms and Conditions, this shall not affect the legal validity of the remaining provisions.
e. The contracting parties hereby agree to replace the ineffective provision with an effective one that comes closest to the economic purpose of the invalid provision.

Section 14 Other components of the contract

The following appendices form a major part of this contract:

– Appendix A: Publisher Commission List, retrievable at https://www.yieldkit.com/commissions/
– Appendix B: YIELDKIT Data Privacy Policy, retrievable at https://www.yieldkit.com/privacy/

Last updated: February 2021

YIELDKIT GmbH
Jarrestraße 44b
D-22303 Hamburg