The clauses that actually decide whether you get paid
Everyone reads the rate. Almost nobody reads the parts that determine whether the rate is real.
Look for these:
— Payment terms: when the period closes, how long after that payment is due, and what "due" means in practice.
— Adjustment rights. Who can reduce your reported numbers, on what grounds, and within what window? Unlimited retroactive adjustment is a blank cheque you signed.
— Traffic quality definitions. If "fraudulent" is undefined, it means whatever they need it to mean during a dispute.
— Holdback and reserve. How much, for how long, released when.
— Termination and final settlement. If they can terminate immediately and pay the tail slowly, your last period is the one at risk.
— Governing law and venue. If it is somewhere you would never realistically pursue a claim, the contract is decorative.
— Whose numbers count, and what the reconciliation process is.
Negotiate the adjustment window before you negotiate the rate.
Partner Diligence
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The clauses that actually decide whether you get paid
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