SHAREPAY USER AGREEMENT AND TERMS OF SERVICE 

PLEASE READ THE FOLLOWING USER AGREEMENT AND TERMS OF SERVICE (TOS) CAREFULLY BEFORE USING THE SERVICES. BY ACCESSING THIS SITE OR USING ANY PART OF THE SITE OR ANY CONTENT OR SERVICES (AS EACH IS DEFINED BELOW) ON THE SITE, YOU AGREE TO BECOME BOUND BY THESE TERMS AND CONDITIONS.  YOU MAY NOT ACCESS THE SITE OR USE THE CONTENT OR ANY SERVICES IN THE SITE WITHOUT BEING IN AGREEMENT OF ALL THE TERMS AND CONDITIONS. 

1. User's Relationship with SharePay, and definitions

  • 1.1. “User” is defined as anyone who uses the SharePay website and any information and services provided by SharePay, including advertisers/affiliates and website owners/operators (Publishers)

  • 1.2. The User's use of the SharePay website, services and information provided by the SharePay website is subject to the terms of the following Terms of Service Agreement (TOS) between the User and SharePay.

  • 1.3. The SharePay “website” refers to the Internet site with the address Share-Pay.Click as well as banners and advertisements on other websites with a hyperlink(s) to Share-Pay.click.

  • 1.4. SharePay ""services"" refers to the ability that SharePay gives Users to publicise ads on the SharePay website in the form of an article caption (or post), short description and picture with a link to the website where this article is published. SharePay doesn't create, write, or publish news stories or articles.

  • 1.5. The SharePay website, services, and information will be referred to collectively as the ""Services"" in this document excluding any additional services provided to the User by SharePay under a separate written agreement.

  • 1.6. SharePay reserves the right to change the Terms of Service (TOS) at any time without providing any advanced notice.

2. Accepting the Terms

  • 2.1. In order to use the Services, the User must first agree to the Terms of Service (TOS). The User may not use the Services if he/she does not accept the TOS. If the User is already using the Services, but the User has not accepted the TOS, then the User must stop using SharePay's Services immediately.

  • 2.2. The User can accept the Terms of Service simply by using the Services. In this case, the User understands and agrees that SharePay will treat his/her use of the Services as acceptance of the Terms of Service from that point onwards.

3. Paying fees

  • 3.1. Choosing SharePay Services. User is responsible for choosing the appropriate SharePay service that appropriately meets the User’s needs accounting for corresponding SharePay fees and charges.

  • 3.2. Billing Cycle. The fees for SharePay Services and any and all other charges associated with SharePay services incurred by the User (e.g. taxes, transaction fees) will be appropriately charged to the User. 

  • 3.3. Payment Methods. To use the SharePay Service the User must provide a valid payment method. The User always holds personal responsibility for any and all charges associated with the service purchased. Failure to settle outstanding obligations for purchased services may result in account suspension. 

  • 3.4. Updating your Payment Methods. The User is responsible to continuously keep his or her Payment Method valid and accurate. 

  • 3.5. SharePay Automated Payments. The User is responsible for his or her choice of billing method to satisfy any and all fees and charges associated with the purchased service. Thus, the User holds responsibility for choosing a billing method that meets his or hers needs.

  • 3.6. Third-part processors. The User acknowledges that SharePay may utilise third-party electronic payment processors and/or financial institutions to process financial transactions. A third-party payment processor is an entity that helps SharePay receive payments online from Users without setting up merchant accounts with a bank. Third-party electronic payment processors hold any and all responsibility for the security and accuracy of the transaction.

4. Use of Services by the User

  • 4.1. SharePay enables the User to create ads from the articles published at the original website where the news and articles were published. The content of the ad's post/caption/announcement/headline/hyper-link/photo (hereafter referred to as "Link") may differ from the content of the article for which the link was made.

  • 4.2. In any Link, the User can use any picture or image which is published on the same page of the website where the original article is published and is relevant to the article. This picture or image will be published as a thumbnail. The User who publishes the Link and the website where the aforementioned article was published hold complete responsibility for any infringement of a third party's copyright (copyright of the person(s) or organisation(s) who created or owns the content of the article or photo) if such an infringement of copyright occurs.

  • 4.3. In a Link, the User is allowed to use any picture or image which is NOT published on the same page of the website where the publicised article is published. In this case, the picture or the image must be taken from open resources only (licensed free resources) and will be published as a thumbnail in the Link.

  • 4.4. The content of the picture or image in a Link may differ from the topic of the Link's caption, from the Link's short description, from the original article's caption, and from the content of the original article. The person(s) shown in the photo in the Link may differ from the person(s) shown or mentioned in the article. The picture used in the Link may be unrelated to the content of the original article.

  • 4.5. The User understands and agrees that he/she is responsible for any information, data, written text, pictures, images, video and other content (hereafter referred to as "Content") which he/she publishes on the internet using the Services of SharePay. This means that only the User (and not SharePay) holds full responsibility for all Content which the User publishes, uploads, sends, transfers, receives, shares or otherwise makes public using the Services of SharePay. SharePay does not monitor the Content published, posted, uploaded, sent, transferred, received, or shared with its Services and, therefore, does not guarantee the accuracy, completeness, comprehensiveness or quality of any Content. The User understands that while using the Services of SharePay he/she might come into contact with Content that could seem offensive, indecent or objectionable. SharePay is not responsible for any Content created by the use of the Services by any User under any circumstances.

  • 4.6. The User agrees that SharePay is not obliged to check any of the Content before it is published. The User also agrees that SharePay has the right (but shall have no obligation) to refuse or remove any or all Content (which is available through the Services of SharePay) at its own discretion. The User agrees that SharePay is not liable for the accuracy, reliability, completeness or validity of the Content displayed on the site or through the SharePay Services.

  • 4.7. The User agrees and understands that he/she uses the Services at his/her own risk.

  • 4.8. The User takes into account that SharePay Service technology may require sending Content (which the User wants to publish) through a computer network or changing the Content in order to meet specific technical requirements.

  • 4.9. The User agrees NOT to use the Services to:

    • a. post, upload, email, transmit, share or otherwise make public any Content which is recognised as illegal, harmful, threatening, immoral, slanderous, infringing upon someone's copyright, popularising violence and/or any sort of discrimination (racial, ethnic, sexual, social or any other sort of discrimination), and/or insulting a particular person or organisation;

    • b. infringe upon the rights of minors and/or cause any sort of harm to minors;

    • c. discriminate against minorities;

    • d. give untruthful information about his/her identity or identify himself/herself as a representative of an organisation/company (including introducing himself/herself as a SharePay representative, SharePay employee, SharePay forum moderator, or SharePay owner) without having the right to do so, and to offer any false representation of the properties and/or characteristics of other persons, entities, companies, or products;

    • e. post, upload, email, transmit, share or otherwise make public any Content which is forbidden to post, upload, email, transmit, share or otherwise make public according to the law or a contractual agreement with a third party;

    • f. post, upload, email, transmit, share or otherwise make public any Content which affects a third party's license, trademark, commercial secret, copyright or any other sort of possessive rights (rights of ownership);

    • g. post, upload, email, transmit, share or otherwise make public any Content which encourages/promotes ethnic strife, incites violence against a certain person(s) or group of people, violence against animals, and/or encourages the abuse of law;

    • h. post, upload, email, transmit, share or otherwise make public any Content which contains computer viruses, threats or other codes, files, or software which are intended to harm, destroy or restrict the functionality of any hardware or software, or which can be used for unauthorised access/data trespassing, or which contain serial numbers for licensed software, cracked software, logins, passwords or other tools for unauthorised access to any licensed protected software or data on the Internet;

    • i. abuse of any local, state or international laws;

    • j. collect and store the private data of other users;

    • k. engage in the unauthorised use of advertising, commercial or promotional content without an agreement with, or permission from, the concerned party;

    • l. post, upload, email, transmit, share or otherwise make public any content containing crude or offensive words, phrases or sentences;

    • m. post, upload, email, transmit, share or otherwise make public any Content, which contains nudity or pornography.

  • 4.9.1 SharePay reserves the right (but shall have no obligation) to refuse or remove any or all Content from the Services at its own discretion if the said Content does not meet the requirements of the Terms of Service. SharePay is not obliged to notify the User of the reasons for removing or rejecting any Content.

  • 4.9.2 Detecting any type of security violations, such as malicious URLs, malware files, phishing attempts, pop-ups which prevent users from exiting the browser, automatic downloads or redirects; or any brand safety violation issues will lead to the immediate blocking of your account and freezing all funds on your balance.

5. Non-commercial Use

  • 5.1. The User agrees not to reproduce, copy, sell or use for commercial purposes any parts of the Services, not to access (or attempt to access) any of the Services by any means other than through the interface that is provided by SharePay, unless the User is granted special rights by SharePay specifically in order to do so. SharePay does not hold any responsibility for any legal agreements between the User and any other third parties.

6. General Terms of Use and Storage

  • 6.1. SharePay is not responsible for any delays, failures, incorrect or untimely publications, or the removal or loss of any data.

  • 6.2. The User agrees that SharePay may make changes to the rules and restrictions of use from time to time with or without notification of the User.

  • 6.3. The User agrees that any Content published with the SharePay Services as open Content can be used by SharePay at its own discretion for its own purposes and the User cannot claim compensation (monetary or otherwise) from SharePay for doing so.

7. Proprietary Rights

  • 7.1. The User acknowledges and agrees that all SharePay Services and software are protected by copyright, trademark, license, intellectual property laws and any applicable laws of the United Kingdom, laws of other countries and/or international laws.

  • 7.2. SharePay gives the User a personal, non-assignable and non-exclusive license to use the software provided to him/her by SharePay as part of the Services. The User may not (and may not permit anyone else to) copy, modify, create a derivative work of, reverse engineer, decompile or otherwise attempt to extract the source code of the Software or any part thereof. The User agrees that he/she will not reproduce, duplicate, copy, sell, trade or resell the software provided to him/her as a part of the Services for any purpose and also will not modify the Services for any purpose.

  • 7.3. Unless the User has agreed otherwise in writing with SharePay, the User may not use objects of SharePay intellectual property (such as logos, trade names, trademarks and other brand features, SharePay website content etc.).

8. Exclusion of Warranties

  • 8.1. SharePay does not guarantee that the services provided are uninterrupted and free from error.

  • 8.2. SharePay does not hold responsibility for the Content created and displayed by other Users through the Services.

  • 8.3. The User is solely responsible for any breach of any form of third party rights.

  • 8.4. If the use of the Services by the User results in complaints or claims from a third party addressed to SharePay concerning the breach of their rights, the User is held fully responsible and must take actions on her/his own to satisfy such claims and complaints.

  • 8.5. SharePay may (but has no obligation to) review, modify or remove Content published by the User.

  • 8.6. SharePay is not liable to the User for any loss of information which the User publishes on or with the Services of SharePay.

  • 8.7. The User understands and agrees that:

    • a. SharePay does not guarantee that the Services will accommodate or fulfil the User's purpose(s) for using them;

    • b. SharePay does not guarantee that the Services will meet the User's requirements or expectations; that the Services will be uninterrupted, timely, secure or free from error; that any information obtained by the User as a result of his/her use of the Services will be accurate or reliable; that the quality of any product, information, etc. obtained by the User as a result of his/her use of the Services will meet the User's expectations; that defects in the operation or functionality of any software provided to the User as part of the Services will be corrected;

    • c. The User understands that he/she uses the information obtained through use the Services at his/her own risk;

    • d. SharePay is not liable to the User for any direct or indirect losses which may be incurred by the User due to the availability or unavailability of the Services or the behaviour of a third party concerning the Services;

    • e. The Services may include hyper-links to other websites or content or resources. The User acknowledges and agrees that SharePay is not responsible for the availability of any such external sites or resources, for their content, and/or for any loss or damage which may be incurred by the User as a result of his/her use of such external sites or resources.

9. Other General Legal Terms

  • 9.1 Unless the User has agreed otherwise in writing with SharePay, all complaints, claims, requests, questions and other inquiries must be addressed to support@share-pay.click

  • 9.2 The Terms of Service (TOS) is a binding agreement between the User and SharePay, which regulates the User's use of SharePay's Services.

  • 9.3. These Terms of Service, and any disputes arising from or relating to the interpretation thereof, shall be governed by and construed under the laws of the United Kingdom without reference to the United Nations Conventions for the International Sale of Goods. 

  • 9.4. When using SharePay Services that are free, the user agrees that consumer protection laws are not applicable to the Terms of Service.

  • 9.5 Nothing in the TOS can be recognised as an establishment of friendship, business partnership, employment, representative relations or any other sort of relationship between the User and SharePay which is not directly described under the Terms.

  • 9.6 If any part of the TOS is proved in an English court of law as being invalid or as having a non-binding nature, the rest of the Terms of Service will still remain binding.

  • 9.7 If the User (or any other users) breaks the Terms of Service and SharePay does not act to protect its interests, this does not mean that SharePay cannot d`ecide to prosecute any offender in the future.

10. User Registration Obligations

  • 10.1 In consideration of your use of the SharePay Services, you represent that you are of legal age to form a binding contract and are not a person barred from receiving the SharePay Services under the laws of the United States or other applicable jurisdiction.

  • 10.2 As a condition to using Services, you are required to register with SharePay and select a password and screen name (SharePay User ID). You shall provide SharePay with accurate, complete, and updated registration information. Failure to do so shall constitute a breach of the Terms of Service, which may result in immediate termination of your SharePay account. You may not:
    (i) select or use as an SharePay User ID a name of another person with the intent to impersonate that person;
    (ii) use as an SharePay User ID a name subject to any rights of a person other than you without appropriate authorisation; or
    (iii) use as an SharePay User ID a name that is otherwise offensive, vulgar or obscene. SharePay reserves the right to refuse registration of, or cancel an SharePay User ID in its discretion. You shall be responsible for maintaining the confidentiality of your SharePay password.

  • 10.3 Services are available only to individuals who are at least 18 years old, whether acting on their own behalf or as an authorised employee or representative of a corporation or other business entity.

11. Confidentiality & Privacy Policy

  • 11.1. Parties agree not to disclose other Party Confidential Information without prior written consent of the other Party. Confidential Information includes without limitation:

    • a. all SharePay software, technology, programming, specifications, materials, guidelines, and documentation;

    • b. click-through rates or other statistics relating to a party under Agreement; and

    • c. any other information designated in writing by SharePay as "Confidential" or an equivalent designation.

  • 11.2. SharePay Confidential Information does not include information that has become publicly known through no breach by You or SharePay, or information that has been:

    • a. independently developed without access to SharePay Confidential Information, as evidenced in writing;

    • b. rightfully received by a Party from a third party; or

    • c. required to be disclosed by law or by a governmental authority.

  • 11.3. SharePay restricts access to the private information of the Users. All User's use of the SharePay website are subject to SharePay's privacy policy published on the website: www.share-pay.click/privacy-policy.

12. Respect of other Internet Users

  • 12.1 The Users and SharePay agree to respect the rights of other Internet users (whether they use the SharePay Services or not), follow the code of ethics and agree not to use SharePay Services with the aim to abuse morals and/or ethics in any way.

13. Content license from the User

  • 13.1 Unless agreed otherwise, the User retains the copyright and any other rights he/she already holds in the Content, which he/she submits, posts or displays on or through the Services. The User is solely responsible for the use of Content which does not belong to him/her and for the breach of any third party copyright. If the User is found to have published Content which does not belong to him/her, it may be removed at the request of the owner of the content (or the person(s)/entity affected). SharePay always retains the right to any and all content created by SharePay or its agents unless SharePay expressly gives license or consent for the User to use any of its intellectual property.

14. Violation of the Terms

  • 14.1 The User may report any violation of the Terms to support@share-pay.click. The report should include as many details as possible. Hyperlinks to specific statements/comments would be the most significant and would hasten the processing of the report.

  • 14.2 Compliance with these provisions is essential for the operation of SharePay Services. In the event of a material breach of these Terms and Conditions, SharePay reserves the right to take any and all available legal actions in addition to termination of the User’s agreement.. User will hold the SharePay and its directors, officers, employees, agents harmless from and against any and all loss, cost, liability or expense (including, without limitation, direct consequential and liquidated damages plus reasonable legal fees) which SharePay may suffer, incur or sustain resulting from or arising out of any and all complaints, claims or proceedings brought by a third party to the extent such costs arise out of claims or alleged claims of any third party resulting from or in connection with an infringement by User of this (TOS) agreement.

15. Service Interruption and Force Majeure

  • 15.1 SharePay may temporarily suspend the availability of the Services to carry out scheduled hardware and software tests and/or updates (or any other necessary technical tasks).

  • 15.2 In case of a force majeure, SharePay software/hardware failures or breakdowns, failures or breakdowns of the hardware/software of SharePay's partners (including failures and breakdowns which occur due to the actions of a third party) the provision of the Services may be interrupted without notification of the User.

16. Consideration of a Claim

  • 16.1 All claims from a User(s) concerning his/her relationship with SharePay will be considered in the follow way:

    • a. If the User is certain that his/her rights or interests have been infringed upon due to the actions of SharePay, then he/she is requested to send his/her claim to support@share-pay.click. The personal information (e.g. name, surname, e-mail) which was provided during the User's registration should be included in the claim;

    • b. The claim will be considered by SharePay within 25 business days from the day the claim is received, and the User will be sent a communication from SharePay with a decision on his/her claim. The communication will be sent via e-mail to the email provided by the User in the claim;

    • c. In case the User is not satisfied with the decision for his/her claim, it will be considered according to these Terms of Service;

    • d. Unidentified claims will not be considered. If personal information is included in the claim, but it is not possible to reasonably identify the User on the basis of the information provided, then the claim will not be considered.

17. Changes to the Terms

  • 17.1 SharePay reserves the right to change the Terms of Service (TOS) at any time without notice.

  • 17.2 The changes to the TOS take effect in 3 days after they are displayed at share-pay.click/terms-of-service.

  • 17.3 The User understands and agrees that if he/she uses the Services after the date on which the Terms of Service have taken effect, SharePay will treat his/her use of the Services as acceptance of the updated Terms of Service. If User does not agree with any changes made to the Terms, then he/she must stop using the Services immediately.

18. Special Provisions Applicable to Advertisers

  • 18.1 The User may buy ads on SharePay’s website. The following special terms apply to the User that places an order through SharePay’s online advertising portal:

    • a. User’s ads should fully comply with SharePay Terms of Service.

    • b. All payments will be calculated based on SharePay’s tracking system.

    • c. SharePay does not state or guarantees that the ads placed by the User will receive any number of intended clicks.

    • d. SharePay is not responsible for the people that interact with User’s ads, and is not responsible for click fraud or other improper actions that affect the cost of running ads.

    • e. User can cancel the Order at any time through our online portal, considering that it may take up to 48 hours before the ad stops running. User is responsible for paying for those ads.

    • f. SharePay can use User’s ads and related content and information for marketing or promotional purposes.

    • g. User will not issue any press release or make public statements about User’s relationship with SharePay without prior written permission of SharePay.

    • h. All ads are subject to our review and approval. We reserve the right to reject, remove, or change the format of any ad in our sole discretion for any reason. We also reserve the right to request modifications to any ad, and to require factual substantiation for any claim made in an ad.

    • i. If User is placing ads on someone else's behalf, SharePay may request proof that the User has permission to place those ads.

    • j. User warrants having legal authority to bind the advertiser. User agrees that if the advertiser violates SharePay Terms of Service, SharePay may hold User responsible for that violation.

19. Special Provisions Applicable to Publishers

  • 19. The User may act as a Publisher of ads from third-party advertisers, or his own ads, for display on the SharePay’s Network via the SharePay platform and services that allow for delivery of ads. The following special terms apply to the Publishers:

  • 19.1. If the User is admitted as Publisher, he will be paid the percentage of Net Revenue as agreed with an authorised representative of SharePay. In the absence of such an agreement, the net revenue share of 60/40 in the Publisher’s (User) favour will be applicable. Net Revenue means cash amounts earned and received by SharePay in respect of any income generated from the online ads distribution via Publisher’s URL during the term of this agreement minus direct costs. For the avoidance of doubts, refunds and chargebacks are not in NET Revenues. All payments will be calculated based on SharePay’s tracking system.

  • 19.2. As a condition of the Publisher's use of the SharePay’s services, the Publisher shall not use the services for any purpose, or in connection with any application, that is unlawful or prohibited by these Terms. The Publisher is responsible for complying with all applicable rules, laws, and regulations.

  • 19.3. Policies. You will comply, and contractually require any third party within the Publisher Network (as applicable) to comply, with the SharePay Policies, including the SharePay Privacy Policy, any of which may be updated from time to time by SharePay (collectively, “SharePay Policies”). Upon request and if applicable, You will reasonably assist SharePay in enforcing the SharePay Policies with third party sites and applications within the Publisher Network.

  • 19.4. Limitation and prohibitions. Publisher may not: (i) edit, modify, truncate, filter or change the order of Content Recommendations; (ii) obscure, modify or redirect Users away from a Destination Page, (iii) minimise, remove or otherwise inhibit the full and complete display of the advertising materials; (iv) artificially inflate clicks on Content Recommendations, or encourage or require any person to click on Content Recommendations using incentives or other methods; (v) remove, deface, obscure, or alter any notices of intellectual property rights included in the advertising materials; (vi) ) use the services for any purpose not authorised by SharePay; vii) usage of non-human traffic (including crawlers and parsers). Such traffic will not result in any revenue accrual; viii) usage of auto-refresh will not result in any revenue accrual and is considered as material violation of present agreement.

  • 19.5. Publisher will not deploy the advertising on any properties that display obscene, defamatory, libellous, infringing, abusive, or illegal content, that promotes hate or discrimination, facilitates the sale of firearms or illegal drugs, or that participates or encourages participation in, illegal activities. SharePay reserves the right in its sole discretion to disable the it’s services on any property at any time.

  • 19.6. SharePay’s system will automatically adjust ads size, appearance, and format to fit available ad spaces. 

  • 19.7. All payments will be calculated based on SharePay’s tracking system. an Ad unit should be fully loaded on a page in order for SharePay to count an impression. Webpage visits that last less than 3 seconds will not be counted toward Publisher's revenue calculation.

20. Miscellaneous

No agency, partnership, joint venture, or employment is created as a result of the Terms of Service. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder. SharePay shall not be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond SharePay's reasonable control, including, without limitation, mechanical, electronic or communications failure. The Terms of Service are not assignable, transferable or licensed by you except with SharePay's prior written consent. SharePay may transfer, assign or delegate the Terms of Service and its rights and obligations without consent. Both parties agree that the Terms of Service is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of the Terms of Service, and that all modifications must be in a writing signed by both parties physically, or via the use of a certified digital signing application.