Master Services Agreement (MSA)

This Master Services Agreement (“Agreement”) is entered into by and between Profit Network Inc (“Company”), and the affiliate or advertiser (“Client”). This Agreement outlines the terms and conditions under which the Company will provide performance marketing services.

1. Services Provided

The Company will provide performance marketing services, including but not limited to affiliate marketing, lead generation, tracking, and optimization of campaigns for advertisers and affiliates.

2. Term

This Agreement shall commence on the effective date of signing and continue until terminated by either party as per the terms outlined in Section 10 (“Termination”).

3. Compensation

The Client agrees to pay the Company for the services rendered based on the agreed-upon compensation structure. Payment terms, rates, and payment schedules will be determined as per the individual campaign contracts.

4. Confidentiality

Both parties agree to maintain the confidentiality of all proprietary and confidential information disclosed during the term of this Agreement. This includes all business, technical, and customer information that is not publicly available.

5. Intellectual Property

All intellectual property created, developed, or provided by the Company for the purpose of this Agreement remains the exclusive property of the Company. The Client is granted a limited license to use such intellectual property solely for the duration of the Agreement.

6. Rights and Obligations

Each party agrees to comply with all applicable laws, regulations, and industry standards. The Company shall provide its services in a professional and timely manner, while the Client is responsible for ensuring that any advertisements, content, or campaigns comply with all applicable legal and ethical standards.

7. Warranties and Disclaimers

The Company makes no warranties regarding the specific outcomes or results of the services provided. While the Company aims to optimize and improve campaign performance, the Client understands and acknowledges that performance results may vary.

8. Limitation of Liability

Neither party shall be liable for any indirect, consequential, or punitive damages arising from the performance or failure of this Agreement. The total liability of the Company to the Client for any cause of action will be limited to the amount paid by the Client for services rendered during the three-month period preceding the claim.

9. Indemnification

The Client agrees to indemnify, defend, and hold the Company harmless from any claims, damages, liabilities, and expenses arising out of the Client’s violation of this Agreement, including but not limited to any breaches of intellectual property, privacy laws, or unlawful conduct.

10. Termination

Either party may terminate this Agreement with written notice in the event of a material breach by the other party that is not cured within thirty (30) days after notice of such breach. Upon termination, all payments for services rendered up to that point are due and payable.

11. Dispute Resolution

Any disputes arising under or related to this Agreement shall be resolved through binding arbitration, conducted in accordance with the rules of the American Arbitration Association, and held in the state of California.

12. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the state of California, without regard to its conflict of law principles.

13. Entire Agreement

This Agreement constitutes the entire understanding between the parties with respect to the subject matter and supersedes all prior or contemporaneous agreements, whether oral or written, regarding the services provided hereunder.

14. Amendments

No amendment to this Agreement shall be valid unless made in writing and signed by both parties.

15. Contact Information

If you have any questions regarding this Agreement, please contact us at:

📧 Email: admin@profitnetworkinc.com
🌐 Website: profitnetworkinc.com

Last updated: October 2025