Publisher Terms

1. Introduction and Acceptance

1.1 These Publisher Terms ("Publisher Terms") are entered into between GLOBAL ENTERPRISE CLOUD SYSTEMS ("GECS", "we", "us", "our"), a company organised under the laws of the Republic of Panama with its registered address at Show street address, Panama City, Republic of Panama, trading as "AdultSense", and the person or entity that applies to make advertising positions available through the AdultSense platform ("Publisher", "you", "your").

1.2 These Publisher Terms supplement and form part of the Terms of Service. Together with the Publisher Guidelines, the Traffic Quality Policy, the Acceptable Use Policy, the Privacy Policy and the Data Processing Addendum, they form the agreement between you and GECS (the "Agreement"). If there is a conflict between these Publisher Terms and the Terms of Service in relation to the supply of inventory, these Publisher Terms prevail.

1.3 By submitting a publisher application, clicking to accept, adding a website to your account or allowing any AdUnit to be served on your website, you confirm that you have read, understood and agree to be bound by the Agreement. If you do not agree, you must not apply or make any inventory available.

1.4 If you accept on behalf of a company or other legal entity, you represent that you have authority to bind that entity, and "you" refers to that entity.

1.5 AdultSense is an advertising marketplace and intermediary. GECS does not own, operate, control or endorse any Publisher website. Your website remains at all times your independent property and responsibility, and nothing in the Agreement makes your website, your traffic or your business part of, or affiliated with, AdultSense or GECS.

2. Definitions and Interpretation

2.1 In these Publisher Terms: "Advertiser" means a business user that purchases Positions through the Platform; "Ad Code" means the code, tags, scripts, creatives, links and associated materials supplied by GECS for the display of advertising in a Position; "AdUnit" means a specific advertising format and placement on a Publisher Website, being a popunder, banner or text link; "Platform" means the AdultSense website at adultsense.com, the client portal, marketplace, ad server, reporting tools and related services operated by GECS.

2.2 "Position" means a defined AdUnit on a Publisher Website made available for sale on the Platform; "Rotation" means a Position divided into Shares; "Share" means a fixed percentage of a Rotation's traffic allocated to an Advertiser; "Period" means a calendar month for which a Position is sold; "Data Type" means the reporting measure assigned to a Position (clicks, impressions or unique impressions).

2.3 "Publisher Website" means each website, domain, subdomain or other digital property that you own or lawfully control and that has been approved by GECS for inclusion on the Platform; "Invalid Traffic" has the meaning given in the Traffic Quality Policy; "Publisher Revenue" means the amount payable to you under section 7; "Statistics" means the data recorded by GECS's ad server.

2.4 Headings are for convenience only. "Including" means "including without limitation". References to a document include that document as amended from time to time. Words in the singular include the plural and vice versa. Capitalised terms not defined here have the meaning given in the Terms of Service.

3. Publisher Programme and Eligibility

3.1 The publisher programme allows independent owners of eligible websites to make advertising Positions available to Advertisers through the Platform. Participation is by invitation or application and is subject to GECS's approval in its sole discretion.

3.2 To be eligible you must: (a) be a business or a sole trader acting in the course of business, not a consumer; (b) be at least 18 years old (or the age of majority in your jurisdiction, if higher); (c) own or have full legal control over each Publisher Website you submit; (d) provide accurate and complete business, contact and tax information; and (e) not be located in, or owned or controlled by persons located in, a sanctioned jurisdiction or listed on any applicable sanctions list.

3.3 GECS may approve or deny any application, or any individual website, without giving reasons. Approval of one website does not imply approval of others. GECS may request verification of identity, website ownership (for example DNS or file verification), traffic sources and compliance records at any time, and may suspend participation until verification is complete.

3.4 You must keep your account information current, including your legal name, company details used for statements, contact email and notification preferences. GECS may send notifications by email and, if you have linked it, by Telegram. Notices are deemed received when sent to the contact details on your account.

4. Account Credentials and Security

4.1 You are responsible for keeping your login credentials confidential and for all activity under your account. You must not share credentials with any third party other than your authorised employees or contractors, for whom you remain responsible.

4.2 You must notify us immediately at Show email (subject "Account security") if you suspect unauthorised access to your account. GECS is not liable for losses arising from your failure to protect your credentials.

4.3 GECS may suspend access, require a password reset or take other protective steps where it reasonably suspects compromise of an account.

5. Positions, Inventory and Integration

5.1 You may propose Positions on approved Publisher Websites. Each proposal must describe the AdUnit format, its location on the page, the pages or sections on which it appears and any frequency limits. GECS decides whether to list a Position, its Data Type, whether it is sold whole or as a Rotation divided into Shares, and how it is described on the marketplace.

5.2 You must install the Ad Code exactly as supplied by GECS, without modification, and only in the approved location. You must not wrap, frame, hide, stack, shrink, auto-refresh, obscure or otherwise alter the Ad Code or the display of advertising, and must not place AdUnits in a manner that generates accidental clicks or impressions.

5.3 Once a Position has been sold for a Period, you must keep it live, unchanged and functioning for the entire Period. You must not remove, relocate, resize, reduce the visibility of, or sell to any other party the same Position (or any Share of it) for a Period in which it has been sold through the Platform.

5.4 You must give GECS at least thirty (30) days' written notice before permanently withdrawing a Position, and you may only withdraw it with effect from the end of a Period for which it has not yet been sold or reserved. Where a Position has been sold, reserved, offered on or auctioned for a future Period, you must honour that sale, reservation or auction outcome.

5.5 You must notify GECS without delay of any planned maintenance, redesign, domain change, migration, hosting change or other event likely to affect delivery, and in any case at least seven (7) days in advance where reasonably possible. Unplanned outages must be reported as soon as you become aware of them.

5.6 GECS may at any time pause, stop serving or remove advertising from any Position, or remove any Publisher Website from the Platform, including where it suspects breach of the Agreement, Invalid Traffic, legal risk or harm to Advertisers or users.

5.7 You must not remove, hide or alter the Ad Code for a Position, or take down the page on which it appears, while that Position is sold to an Advertiser for a current Period. If you need to remove a sold Position, you must give GECS written notice and agree any Credit to the Advertiser first; GECS may set off the cost of any such Credit against your Publisher Revenue.

6. Pricing, Sales and Marketplace Control

6.1 GECS has sole control over all commercial aspects of the sale of Positions on the Platform, including list prices, minimum offer levels, auction parameters, renewals, price change notices, proration, discounts and the acceptance or rejection of Advertisers, offers and bids. You must not attempt to influence auctions, offers or pricing, including by bidding yourself or through a related party.

6.2 Positions are sold to Advertisers for flat fees per Period under the Advertiser Terms. GECS contracts with Advertisers in its own name. You have no contractual relationship with, and no claim against, any Advertiser in respect of sales made through the Platform, and Advertisers have no claim against you except as provided by law.

6.3 GECS may display traffic statistics, estimates, trends, top countries and other information about your Positions on the public and client marketplace. You authorise GECS to display this information and to describe your Positions in a way that does not identify you or your website where GECS considers that appropriate. You authorise GECS to display your website name, URL, screenshots and traffic data to prospective Advertisers for the purpose of selling Positions.

6.4 GECS does not guarantee that any Position will be sold, at any price, for any Period, or that any minimum revenue will be earned.

7. Publisher Revenue and Statements

7.1 In consideration of making Positions available, GECS will pay you the Publisher Revenue agreed in writing for each Position (whether as a percentage share of fees actually received by GECS from Advertisers for that Position, or a fixed fee per Period, as set out in your account or written agreement with GECS). Unless agreed otherwise, Publisher Revenue is calculated only on fees actually received and retained by GECS, net of any credits issued to Advertisers in respect of your Position.

7.2 Statistics recorded by GECS's ad server are the sole and conclusive basis for all reporting and for any calculation dependent on traffic. Your own analytics or third-party data will not be used to calculate Publisher Revenue, although GECS may consider them in good faith when investigating a discrepancy.

7.3 GECS will make periodic statements available through the portal. Unless a different schedule is agreed in writing, Publisher Revenue for a Period becomes payable within forty-five (45) days after the end of that Period, provided the accrued balance meets the minimum payout threshold displayed on the Platform. Balances below the threshold roll forward.

7.4 Payments are made in US dollars by the methods made available on the Platform. You are responsible for providing accurate payout information. GECS is not responsible for delays or losses caused by inaccurate information you supply, and any charges imposed by your own provider are borne by you.

7.5 You must raise any dispute about a statement in writing within thirty (30) days of its availability, giving reasonable detail. After that period the statement is deemed accepted. GECS will review disputes in good faith and its determination, based on its Statistics, is final.

7.6 Where an Advertiser receives a credit or extension because of an outage, under-delivery or removal attributable to you or your Publisher Website, GECS may deduct the corresponding amount from Publisher Revenue or set it off against future amounts payable to you.

7.7 GECS may withhold, adjust or set off Publisher Revenue (in whole or part) where: (a) traffic is determined to be Invalid Traffic; (b) you are in breach of the Agreement; (c) GECS receives a complaint, chargeback-type claim, legal claim or regulatory enquiry relating to your Publisher Website; or (d) an investigation is pending. Amounts relating to Invalid Traffic or breach are forfeited. GECS may also recover amounts already paid that relate to such traffic or breach.

8. Taxes

8.1 Publisher Revenue is stated exclusive of any value added, sales, goods and services or similar taxes. You are solely responsible for declaring and paying all taxes due on Publisher Revenue in your jurisdiction.

8.2 You must provide any tax forms, registration numbers or certifications that GECS reasonably requests. If GECS is required by law to withhold any tax from a payment to you, it will do so and the payment of the withheld amount to the relevant authority will discharge GECS's obligation for that amount.

9. Website and Content Requirements

9.1 Each Publisher Website, and all content on it, must comply with the Publisher Guidelines, the Acceptable Use Policy and all applicable laws in every jurisdiction in which it is accessible.

9.2 Zero tolerance applies to child sexual abuse material, any content depicting or suggesting minors in a sexual context, non-consensual intimate imagery, sexual deepfakes of real persons without documented consent, bestiality, sexual violence and trafficking. If any such content is found on a Publisher Website, GECS will immediately stop serving, terminate the Agreement, forfeit all unpaid Publisher Revenue to the extent permitted by law and report the matter to the National Center for Missing & Exploited Children (NCMEC), the Internet Watch Foundation (IWF) and/or law enforcement as appropriate.

9.3 Where your Publisher Website hosts sexually explicit content, you must keep any age, identity and consent records that the laws applicable to you and your website require and must provide evidence of age and consent to GECS within five (5) business days of request.

9.4 You must operate an effective notice-and-takedown process on your website, remove illegal content and non-consensual intimate imagery within 48 hours of a valid notice (or any shorter period required by law), and cooperate with any notice forwarded to you by GECS under the Abuse Reporting Policy, Copyright Policy or DSA Information page.

9.5 You must implement age assurance and age gating on each Publisher Website at least to the standard required by the laws of each jurisdiction in which it is accessible, and must not knowingly permit access by minors.

10. Traffic Quality

10.1 All traffic to Positions must be genuine human traffic from users who voluntarily visit your Publisher Website. You must comply with the Traffic Quality Policy.

10.2 You must not, and must not permit any third party to: (a) generate impressions or clicks by bots, scripts, crawlers, emulators, click farms, incentivised schemes or any automated means; (b) purchase or redirect traffic from sources that you have not disclosed to and had approved by GECS; (c) use forced redirects, hidden iframes, pop-up chains, malware, adware, toolbars or browser hijacking; (d) click your own ads or encourage others to do so; or (e) misrepresent the geography, device or source of traffic.

10.3 You must disclose all paid or third-party traffic sources on request. GECS may at its discretion exclude traffic, adjust Statistics, withhold Publisher Revenue and suspend Positions where it detects or suspects Invalid Traffic.

11. Visitor Privacy and Consent

11.1 You are the controller of personal data relating to visitors to your Publisher Websites. You are responsible for providing a clear and accurate privacy notice on each Publisher Website that discloses that third-party advertising technology (including that of GECS) may collect device and usage information through cookies, pixels and similar technologies for ad delivery, frequency capping, fraud prevention and reporting.

11.2 Where required by law (including the EU and UK GDPR, the ePrivacy Directive, UK PECR and any other privacy law applicable to your website or its visitors), you must obtain valid consent, provide opt-out mechanisms and keep records of consent, before the Ad Code is loaded or before any non-essential cookies are set.

11.3 Each party will comply with the Data Processing Addendum and the Privacy Policy to the extent applicable. You must not pass to GECS, via the Ad Code, URLs or otherwise, any personal data other than that automatically transmitted by a browser in the ordinary course, and in particular must not pass names, email addresses, phone numbers or special category data.

12. Publisher Warranties

12.1 You represent, warrant and undertake that throughout the term: (a) you own or lawfully control each Publisher Website; (b) all information you supply is accurate and not misleading; (c) your Publisher Websites and their content do not infringe any intellectual property, privacy, publicity or other right of any person; (d) you hold all licences, permissions and records required by law; (e) you will comply with all applicable laws, including advertising, consumer protection, privacy, age verification, obscenity and online safety laws; and (f) you are not subject to sanctions and will not use the Platform in breach of anti-bribery or anti-money-laundering law.

12.2 You acknowledge that advertising content is supplied by Advertisers and reviewed by GECS before activation, but that GECS does not guarantee that any advertisement will be suitable for your audience. You may report any advertisement you consider objectionable or unlawful and GECS will review it promptly.

13. Intellectual Property

13.1 You grant GECS a non-exclusive, worldwide, royalty-free licence during the term to use your website names, URLs, logos, screenshots and traffic data for the purpose of listing, describing, marketing and selling your Positions and operating the Platform.

13.2 All rights in the Platform, Ad Code, ad server, Statistics, marketplace data and GECS's trade marks remain with GECS or its licensors. Nothing in the Agreement transfers any such rights to you. You must not reverse engineer, copy or create derivative works from the Ad Code or Platform.

13.3 Advertiser creatives remain the property of the relevant Advertiser or its licensors. You receive no rights in them other than to display them via the Ad Code.

14. Confidentiality and Non-Circumvention

14.1 Each party must keep confidential all non-public information received from the other, including pricing, Statistics, Advertiser identities and terms, and must use it only for the purposes of the Agreement. These obligations continue during the term and for three (3) years after it ends. This does not apply to information that is public through no fault of the recipient, already lawfully known to it, or required to be disclosed by law.

14.2 During the term and for twelve (12) months afterwards, you must not, directly or indirectly, solicit, contract with or accept advertising from any Advertiser that you first identified through the Platform, or that purchased a Position on your Publisher Website through the Platform in the preceding twelve (12) months, for the same or substantially similar placements outside the Platform, without GECS's prior written consent.

14.3 If you breach section 14.2, you must pay GECS, as a genuine pre-estimate of its loss, an amount equal to the fees GECS received from the relevant Advertiser for your Positions during the twelve (12) months preceding the breach, without prejudice to GECS's other rights.

14.4 You must not solicit for employment or engagement any employee or contractor of GECS with whom you dealt during the term, for twelve (12) months after the term ends.

15. Disclaimers

15.1 The Platform, Ad Code, Statistics and all services are provided "as is" and "as available". To the fullest extent permitted by law, GECS disclaims all warranties, express or implied, including of merchantability, fitness for purpose, accuracy and non-infringement.

15.2 GECS does not warrant that the Platform will be uninterrupted or error-free, that any Position will be sold, or that any level of Publisher Revenue will be achieved.

16. Limitation of Liability

16.1 Nothing in the Agreement excludes or limits liability that cannot lawfully be excluded or limited, including liability for fraud.

16.2 Subject to section 16.1, GECS is not liable for any indirect, consequential, special or punitive loss, or for any loss of profit, revenue, business, goodwill, data or anticipated savings, however arising.

16.3 Subject to section 16.1, GECS's total aggregate liability arising out of or in connection with the Agreement is limited to the total amounts paid by GECS to you under the Agreement in the three (3) months preceding the event giving rise to the claim.

16.4 Any claim against GECS must be notified to GECS in writing within six (6) months after the cause of action arises, failing which it is irrevocably waived.

17. Indemnity

17.1 You will defend, indemnify and hold harmless GECS and its officers, employees, agents and contractors from and against all claims, losses, damages, fines, penalties, costs and expenses (including reasonable legal fees) arising out of or relating to: (a) your Publisher Websites or their content; (b) your breach of the Agreement or any law; (c) Invalid Traffic originating from your Publisher Websites; (d) any infringement of third-party rights by you or your content; or (e) any claim by a visitor to your Publisher Websites, including relating to privacy, consent or age verification.

17.2 GECS will notify you of any claim for which it seeks indemnity, may control the defence with counsel of its choice at your cost, and you must not settle any claim without GECS's prior written consent.

18. Term, Suspension and Termination

18.1 The Agreement starts when your application is approved and continues until terminated.

18.2 Either party may terminate on thirty (30) days' written notice, provided that you must honour all Periods already sold, reserved or awarded at auction for any of your Positions at the date of notice, and termination takes effect only after the last such Period ends.

18.3 GECS may suspend or terminate the Agreement, any Position or any Publisher Website immediately, without notice and without liability, if: (a) you breach the Agreement; (b) GECS suspects Invalid Traffic, fraud or illegal content; (c) GECS receives a credible legal complaint; (d) you become insolvent; or (e) continuing would expose GECS to legal, regulatory or reputational risk.

18.4 On termination you must promptly remove all Ad Code from your Publisher Websites. Subject to sections 7.7 and 9.2, GECS will pay undisputed Publisher Revenue accrued up to termination in accordance with section 7, after a holdback period of up to ninety (90) days to allow for adjustments.

18.5 Sections 7.5 to 7.7, 9.3, 13, 14, 15, 16, 17, 18.4 and 20 survive termination, together with any other provisions that by their nature should survive.

19. Content Moderation and Notices

19.1 GECS operates notice-and-action mechanisms as described in the Abuse Reporting Policy and DSA Information page. Where GECS restricts a Position or Publisher Website, it will provide a statement of reasons where required by law, and you may use GECS's internal complaint-handling process by emailing Show email with the subject "Publisher appeal" within six (6) months.

19.2 GECS may forward to you any notice it receives concerning your Publisher Website. You must respond within the time stated in the notice and in any case within twenty-four (24) hours (and never later than forty-eight (48) hours) for notices concerning minors or non-consensual imagery.

20. General

20.1 Relationship. The parties are independent contractors. Nothing in the Agreement creates a partnership, joint venture, agency, franchise or employment relationship, or any affiliation between your Publisher Website and GECS or AdultSense. You must not represent otherwise.

20.2 Publicity. You must not refer to GECS or AdultSense in any public statement or marketing without prior written consent.

20.3 Assignment. You may not assign or transfer the Agreement without GECS's prior written consent. GECS may assign or transfer it to any successor or affiliate on notice.

20.4 Force majeure. Neither party is liable for failure to perform caused by events beyond its reasonable control, except for payment obligations.

20.5 Amendments. GECS may amend these Publisher Terms by posting a revised version and notifying you by email or in the portal at least fifteen (15) days before it takes effect. Continued participation after that date is acceptance. If you object, your sole remedy is to terminate under section 18.2.

20.6 Severability, waiver, entire agreement. If any provision is held invalid, the rest remains in effect. No failure or delay in exercising a right is a waiver. The Agreement is the entire agreement between the parties on its subject matter and supersedes all prior understandings.

20.7 Electronic communications and language. You consent to receive communications electronically. The Agreement is made in English; any translation is for convenience only and the English version prevails.

20.8 Governing law and disputes. The Agreement and any dispute arising from it are governed by the laws of the Republic of Panama and are resolved exclusively as set out in section 43 of the Terms of Service, including arbitration in Panama City and the waiver of class proceedings, except that GECS may seek injunctive or other urgent relief in any jurisdiction.

20.9 Contact. Notices to GECS must be sent to Show email with the subject "Publisher legal notice".