These Terms of Service ("Agreement") represent a legal agreement between Mixeeba.fm ("Mixeeba") and you ("Publisher"). By using the Service, you agree to the terms and conditions stated in this Agreement. If, however, you do not agree to this Agreement please do not use Mixeeba's Service.
Some definitions
In this Agreement the following terms have the stated meanings:
- Affiliate Network: a company providing affiliate-marketing services to Music Merchants.
- Music Merchant: a company selling music downloads and has makes use of an Affiliate Network or has their own Affiliate Program.
- Affiliate Program: a marketing practice whereby Publishers are rewarded by Music Merchants with commission for sales generated through marketing efforts.
- Commission: earnings generated by a Publisher from Music Merchants for generating sales from Customers by using Mixeeba’s Service the amount of which has Mixeeba’s fee deducted.
- Customer: a user or visitor of the Publisher's website(s) that is referred to a Music Merchant via Mixeeba’s Service.
- Service: means the provision of (i) the Technology and (ii) access to the technological and commercial relationships between Publishers, Music Merchants and Affiliate Networks.
- Mixeeba JavaScript: Javascript code which adds links to music content when added to the Publisher's website(s).
- Mixeeba Publisher Portal: login-protected section of the Service displaying, for each Publisher, reports on clicks, sales, earnings and payments.
- Technology/Tools: software that facilitates the referral of a Customer to a Music Merchant by the Publisher, and that records the referral and the Customer's sales activity.
2. Enrollment in the Service
2.1 The Publisher must apply to use the Services via the Mixeeba website by creating an account.
2.2 Mixeeba will evaluate the Publisher's application for suitability to receive the Service in its sole discretion. Publishers with content containing pornographic, violent, illegal or political material will not be permitted to use the Service and have their account suspended.
2.3 If Mixeeba disapproves the Publisher's website(s) for the Service they will be informed via email and the Publisher’s account suspended. Any earnings will be paid to the Publisher in full within 90 days of the account being suspended.
3. Merchants
3.1 The Publisher acknowledges and agrees that:
3.1.1 Mixeeba may integrate any Merchants into the Service.
3.1.2 Merchants may vary their Commission structures or terminate their involvement in the Service at any time.
3.1.3 Merchants may terminate their involvement in the Service, either across all Publishers or domains in relation to specific Publishers they deem do not meet their terms of use, policies and standards. Any such change in respect of Music Merchants' participation in the Service will be reflected in the Mixeeba Publisher Portal; and
3.1.4 Music Merchants may at any time send Mixeeba notice requesting that the Publisher remove links or references to the Music Merchant's brands, products, or trademarks. Mixeeba will communicate this notice to the Publisher.
4. Mixeeba Tools
4.1 To use the Tools, the Publisher:
4.1.1 must be registered and approved for the Service pursuant to clause 2, and have the Mixeeba JavaScript code implemented on any website with which it intends to use the Technology, or the content delivered by the Technology;
4.1.2 must not sell, transfer, sublicense or otherwise disclose its login credentials;
4.1.3 may not use any other manual or automatic affiliate link service to monetize content obtained from Mixeeba.
4.2 Mixeeba reserves the right to monitor the Publisher's use of the Tools to ensure they are being used by the Publisher in accordance with the terms and conditions of this Agreement. Whether the Publisher's use of the Technology is in accordance with this Agreement shall be determined in Mixeeba' sole discretion.
4.3 The extent to which the Publisher copies or clicks-through on product/merchant links in the Technology is expected to reflect the revenue generated via the Service. A 'fair use' policy will apply, but excessive, fraudulent, or use which bypasses monetization with the Service will be seen as a breach of this Agreement ('Breach').
4.4 If a Breach is capable of being remedied, but the Publisher fails to remedy any such Breach within three (3) days of its receipt of a notice from Mixeeba, Mixeeba may terminate the Publisher's access to the specific Technology involved in the Breach.
4.5 Mixeeba reserves the right at any time in its sole discretion, without notice or liability to the Publisher, to: (i) refuse to permit the Publisher to use the Technology; and (ii) amend the measures taken to protect against inappropriate use of the Technology.
5. Referral Income
5.1 The Publisher is entitled to Commissions on Sales, where the Publisher's website has been the most recent referrer to a Music Merchant's website, and the Sale was made during the cookie life-time eligible for Commissions, as defined by individual Music Merchants.
5.2 The calculation of Commission due to the Publisher shall be performed by the relevant Music Merchant and Affiliate Network, and communicated to Mixeeba. The Publisher acknowledges different Merchants use different commission structures, with some using fixed amounts per Sale or referral, while others use percentage based methods; and may perform de-duplication across marketing channels, so may not reward a Commission if another type of referral was performed more recently.
5.3 Where Music Merchants participate in more than one affiliate program and both or all affiliate programs are Affiliate Networks participating in the Service, Mixeeba in its sole discretion shall attribute the Commission either to the Affiliate Network offering the best commercial return or the program from the best performing Affiliate Network.
5.4 Mixeeba shall collect and aggregate the Commission due to the Publisher from the Music Merchants via the Affiliate Networks, and display in reports accessible via the Mixeeba Publisher Portal.
5.5 If Customers have configured their browser such that it cannot accept cookies or run JavaScript or the Technology is unable to execute properly, Mixeeba will be unable to treat the Customer as having been referred by the Publisher, and the Publisher will not receive Commission for any such blocked referrals.
6. Payment Terms
6.1 Mixeeba shall not charge the Publisher to apply for, install and use the Service on its websites. Mixeeba takes payment for the Service from the Publisher in the following manner: For the Mixeeba Product and the Tools, Mixeeba shall retain 10% of Commission payable to the Publisher by the Music Merchants through the Affiliate Networks for all music download sales, and the remaining 90% of the Commission will be paid to the Publisher by Mixeeba.
6.2 Payments of Commission due to the Publisher will be paid by Mixeeba at the end of the month following the month in which these amounts became fully unconditional in accordance with clause 8.
6.3 If the amount of Commission due to the Publisher is less than $10 / £7 / €8 (excluding any VAT element if appropriate) in any month (the "Minimum Threshold"), any such amount will be carried over and aggregated with the subsequent month's Commission and paid when the cumulative amount then due for payment to the Publisher exceeds the Minimum Threshold.
6.4 The Publisher shall only be eligible to earn Commission that occur during the term of this Agreement, and any Commission or earned prior to the date of termination will remain payable only if the related amounts are not disputed or subject to a Chargeback. Mixeeba may withhold the Publisher's final Commission payment for such time as is reasonable up to a maximum of 3 months from the date of termination to ensure that the correct Commission amount are paid to the Publisher.
6.5 Payments will be made via PayPal or UK/US/EU bank transfer. Publishers must state its preferred payment method within the Mixeeba Publisher Portal. Mixeeba will not pay the cost of transferring Commissions to the Publisher.
7. Tax
7.1 Commission is a payment made by Mixeeba to a Publisher for running the Service. This means for Value Added Tax (VAT)-registered companies in the United Kingdom, the Publisher shall charge Mixeeba VAT on the payable Commissions to the Publisher.
7.2 Mixeeba will raise self-billing invoices on the Publisher's behalf and will issue this invoice along with payment each month. The Publisher is responsible for paying any and all income tax related to their earnings from Mixeeba.
8. Chargebacks
8.1 Music Merchants may determine after the event that a Sale was not a bona fide transaction, whether the goods sold are returned by the Customer; there is subsequent detection of a fraudulent transaction; or otherwise (a 'Chargeback'). The Merchant may make a Chargeback claim to the relevant Affiliate Network requesting for Commissions related to these Sales to be cancelled or reversed. Chargebacks are communicated to Mixeeba as they occur, and are reflected in the reports accessible via the Mixeeba Publisher Portal.
8.2 Commissions are conditional until the maximum specified time for a Chargeback to be accepted by Affiliate Networks has elapsed. This period is 60 days after the Sale and/or referral, after which Chargebacks cannot be claimed by Merchants, and the Commissions are unconditional.
9. Service Levels
9.1 Mixeeba will use its reasonable endeavours to ensure that the Technology works on the Publisher's websites, and that the Mixeeba Product shall meet the following service levels:
9.1.1 response time to serve the Mixeeba JavaScript will be within 400ms (standard 250ms) to a 2Mb/s broadband connection;
9.1.2 on page processing of Mixeeba JavaScript to take a maximum of 5ms (standard is 1ms) for each link on the page;
9.1.3 the Service will be available 97% of the time in any month;
9.1.4 have a redundancy and automatic failover plan in place to maintain Service uptime; and
9.1.5 links will be rewritten and redirected to the corresponding Affiliate Network within 500ms (standard is 200ms) of a Customer clicking on the link.
9.2 The parties acknowledge that the time to redirect from an Affiliate Network to a Music Merchant website is outside Mixeeba' control and no guarantees are made regarding this process.
9.3 The Publisher shall notify Mixeeba of any Service performance issues via e-mail. Mixeeba will use reasonable endeavours to correct any reported issues within 7 days of the date of notice. If Mixeeba does not meet the above response time to correct any reported Service performance issues, the Publisher may remove the Technology from the Publisher's websites, and terminate this Agreement. On termination of this Agreement under this clause 9.3 Mixeeba will pay any outstanding Commission as set out in clause 6 regardless of whether they are below the Minimum Threshold.
9.4 In addition, Mixeeba will use its reasonable endeavours to ensure that:
9.4.1 links inserted by the Technology are accurate and relevant, and the content and links provided via the Tools are accurate
9.4.2 the Mixeeba JavaScript and the Tools are available and performing at an optimum level; and
9.4.3 if the Mixeeba JavaScript is not available at any time for whatever reason, ensure that this does not affect the Publisher's website pages.
10. Term and Termination of this Agreement
10.1 This Agreement will commence when the Publisher creates an account and will continue until either party terminates this Agreement with or without cause, by giving the other party written notice of termination at any time via email. Any such notice will be effective immediately and must be delivered to the Mixeeba account manager (as notified to the Publisher) and to the Publisher contact (as notified to Mixeeba), as applicable.
10.2 Where the Publisher terminates this Agreement under clause 10.1 for any reason other than Mixeeba' breach of contract, Mixeeba will pay outstanding Commission as set out in clause 6 only where Commissions are above the Minimum Threshold.
10.3 On termination of this Agreement for any reason, the Publisher will immediately cease use of, and as soon as practicable remove from the Publisher's websites, all instances of the Technology, and cease use of the Tools and promptly return to Mixeeba, or at Mixeeba' written request, destroy, any and all of its intellectual property rights, information and/or materials in the Publisher's possession.
11. License
11.1 All intellectual property rights subsisting in, relating to or arising out of the Service, Technology or Tools shall at all times be owned by and vest in Mixeeba, including all developments or enhancements to such intellectual property rights. Subject to clause 1, the Publisher agrees that this Agreement does not transfer or grant any right, title or interest in Mixeeba's intellectual property rights in the Service, Technology or Tools, to the Publisher.
11.2 Mixeeba now grants to the Publisher a non-exclusive, non-transferable, non-sublicensable, revocable, worldwide, licence to use the Service, Technology and Tools during the term of this Agreement.
11.3 The Publisher shall not be entitled to use the Service, Technology or Tools in any other way other than as set out in this Agreement. Any attempt to interfere with the operation of the Service, Technology or Tools will be deemed to be a breach of this Agreement and may result in termination of the Publisher's inclusion in the Service.
11.4 The Publisher shall not use any other competing affiliate marketing automatic link creation service directly alongside the Service.
12. Assignment
Either party may assign its rights and/or obligations under this Agreement in whole or part to one of its group companies. Notice of assignment to be given to the other party via email or registered post.
13. Communication
13.1 Any notice under this Agreement shall be in writing and shall be made either via e-mail or certified mail to the other party's registered office address. Notices sent by e-mail will be deemed effective 24 hours from the time of sending and notices sent by mail will be deemed effective 48 hours after posting.
13.2 Mixeeba may disclose its relationship with the Publisher in its marketing material and in its operational relationship with Affiliate Networks and Merchants, including using for such purposes the Publisher's name or trademark.
13.3 The Publisher agrees that Mixeeba may use the Publisher's contact details (including its email and registered address) to notify it about its account with Mixeeba, any issues relating to, and updates to, the Service, Technology and/or the Tools.
14. Modifications
Mixeeba may modify all or any part of this Agreement, at any time and at its sole discretion, effective immediately upon notice published on the Mixeeba Publisher Interface. Continued participation in the Service after receiving notice of such modification will constitute the Publisher's binding acceptance of the modification to this Agreement.
15. Indemnity
The Publisher shall indemnify, defend and hold harmless Mixeeba against all losses, liabilities, damages and costs (including legal expenses) sustained, incurred or suffered by Mixeeba as a result of any claim, action or proceeding that: (i) the Publisher's websites infringe the intellectual property rights of any third party; (ii) the Publisher is in breach of its obligations under the terms of this Agreement; or (iii) any third party claims arising from the Publishers use of the Service, the Technology or the Tools otherwise than in accordance with the terms of this Agreement.
16. Privacy
16.1 Mixeeba will not collect or store any personally identifiable information ('PII') pertaining to Customers visiting the Publisher's website. PII includes, but is not limited to, first and last name, home or other physical address, email address, phone number or other contact information, and credit card or information pertaining to other forms of payment.
16.2 Mixeeba shall collect and store PII pertaining to Publishers, including company name, address, phone number, email address, and bank or PayPal account details. However, Mixeeba shall keep any Publisher's PII secret and not disclose or use such PII other than to perform its obligations under this Agreement without the prior written consent of the relevant disclosing party. This clause 16.2 shall not apply to any PII to the extent that disclosure is required to or by any court, tribunal or governmental authority with competent jurisdiction or the PII is or becomes generally and freely publicly available through no fault of the receiving party or its agents.
16.3 Each of the parties warrants and undertakes that it (and its sub-contractors if applicable) shall duly observe its obligations under the Data Protection Act 1998 and any superseding or amending legislation and all other data protection legislation in any jurisdiction applicable to this Agreement.
16.4 The Publisher acknowledges that Mixeeba may use cookies and web beacons to collect non-personally identifiable Customer data. This non-personally identifiable data shall be used to optimize the performance and yield of the Service, to provide comprehensive reporting to Publishers, and to provide aggregate reporting and targeting to Merchants choosing to advertise with Mixeeba and third-party partners for similar use. As a rule, non-personally identifiable information is anonymous and is not used to identify a specific person by Mixeeba. More information on the Mixeeba Privacy Policy can be found at http://mixeeba.fm/privacy/.
16.5 Mixeeba shall provide an opt-out service for Customers who do not wish for their non-personally identifiable information to be used for advertising targeting purposes.
16.6 In order to promote ethical and transparent use of the Service, the Publisher shall update its Privacy Policy, About Us or other relevant website section to include an appropriate statement of disclosure about use of the Technology on the Publisher's websites. For example: "Our website contains some affiliate marketing links, which means we get paid commission on sales of those products or services we write about. Our editorial content is not influenced by advertisers or affiliate partnerships." In addition, the Publisher shall be responsible for notifying the Customer (whether through its Privacy Policy or otherwise) that Mixeeba will be using cookies in the manner set out in clause 16.4 with details of how any Customer can change its cookie preferences.
17. Limitation of Liability
17.1 Except as expressly and specifically provided in this Agreement, all warranties, conditions, representations and other terms of any kind, whether express or implied, are to the fullest extent permitted by law, excluded from this Agreement. In particular, Mixeeba makes no express or implied warranties or representations with respect to the operation of the Service, Technology or Tools being uninterrupted, error-free, or fit for purpose, and Mixeeba will not be liable for the consequences of any interruptions to or errors in the Service.
17.2 Nothing in this Agreement excludes the liability of either party for any other liability which cannot be excluded under applicable law, including fraud, or death or personal injury caused by either party's negligence.
17.3 Mixeeba shall not be liable for: loss of profits; loss of business; depletion of goodwill or similar losses; loss of anticipated savings; or loss of goods; or loss of use; or loss or corruption of data or information; or any special, indirect, consequential or pure economic loss, costs, damages, charges or expenses.
17.4 Mixeeba's total aggregate liability for any claim brought on any legal or equitable basis in connection with the performance of this Agreement shall be limited to the amount of Commission retained by Mixeeba under this Agreement in the year preceding the date on which the claim arose.
18. Force Majeure
Neither party shall be liable to the other by reason of any event arising which is beyond the reasonable control of the affected party (including any industrial action (save in respect of affected party's employees or suppliers), governmental regulations, fire, flood, disaster, civil riot or war).
19. Entire Agreement
This Agreement constitutes the whole agreement between the parties relating to its subject matter and supersedes any prior drafts, agreements, undertakings, representations, warranties and arrangements of any nature, whether in writing or oral, relating to such subject matter save that this clause 19 shall not exclude liability for any fraud of a party.
20. Governing Law and Jurisdiction
This Agreement shall be governed by, and construed in accordance with, the laws of England and Wales. In relation to any legal action or proceedings to enforce this Agreement or arising out of or in connection with this Agreement each of the parties irrevocably submits to the non-exclusive jurisdiction of the courts of England and Wales.
Program Policies
Publishers using Mixeeba are required to adhere to the following policies, so please read them carefully.
If you fail to comply with these policies, we reserve the right to deny your application, disable Mixeeba on your site and/or disable your account at any time.
We may change our policies at any time, so please check here often for updates.
Content Guidelines
We do not allow publishers with the following types of content to use Mixeeba:
- Content that infringes copyright
- Pornographic content
- Violent or hateful content
- Content of a religious nature
- Content of a political nature
- Content that promotes illegal activity
Traffic Geography
Mixeeba does have geographical restrictions, in that it currently monetizes traffic exclusively from North America, Europe and Australia.
Due to our current geographical coverage, if your site does not have a significant amount of traffic from these regions, we cannot monetize your content.
We will not take evasive action against a publisher that does not fulfil the Traffic Geography Guidelines, however, we may deny your application to ensure you avoid disappointment with our service.
