By using our services, you are agreeing to our Terms and Conditions, so please read them carefully.
Adavice Self-Serve Platform, Adavice DSP (the “Adavice DSP”, “Adavice Platform”, “Adavice”, , “We”, etc.) being an advertising network that provide services for products monetization and promotion, connecting publishers and advertisers through such service globally (the, “Service”), and You (the, “Advertiser”, “You”, “Yours”, etc.), seeking for an online service for managing advertising campaigns and marketing consultancy, media market analysis, ads campaign planning, media time buying, andWHEREAS,
Adavice DSP has offered its services to the Advertiser through adavice.com website, at adavice.com/dsp (the, “Program”), and You decided to utilise the Service,NOW,
Adavice DSP and Advertiser hereby agree as follows:
BY CHECKING THE BOX AND CLICKING "I ACCEPT" BUTTON, AS APPLICABLE, OR BY CONTINUING TO PARTICIPATE IN THE
SERVICE FOLLOWING OUR PUBLICATION OF THE REVISED VERSION OF THIS AGREEMENT ON OUR WEBSITE, YOU
(A) CONFIRM THAT YOU ARE AWARE AND COMPLY WITH PRESENT AGREEMENT AND AGREE TO BE BOUND BY THIS ADVERTISER AGREEMENT;
(B) ACKNOWLEDGE AND AGREE THAT YOU HAVE INDEPENDENTLY EVALUATED THE DESIRABILITY OF PARTICIPATING IN THE PROGRAM AND ARE NOT RELYING ON ANY REPRESENTATION, GUARANTEE, OR STATEMENT OTHER THAN AS EXPRESSLY SET FORTH IN THIS AGREEMENT;
(C) HEREBY REPRESENT AND WARRANT THAT YOU ARE AUTHORIZED AND LAWFULLY ABLE TO ENTER INTO THIS AGREEMENT AND THAT YOU ARE AND WILL REMAIN IN COMPLIANCE WITH THIS AGREEMENT; AND
(D) AGREE TO RECEIVE DIRECTLY TO YOUR E-MAIL NEWSLETTERS, TRAFFIC MONETIZATION INSIGHTS, LATEST PROMOTIONS, CASE-STUDIES AND TUTORIALS FROM US.
1.1. “Ad(s) or Advertisement(s)” – means graphical, interactive, rich media and video, or other online advertisements, including, without limitation, banners, buttons, towers, skyscrapers, pop-ups, pop-unders and video advertisements or similar generated by Advertiser’s web-servers in response to a query fromAdavice DSP.
1.2. “Advertiser” – means a party that has decided to enter into this Agreement and to assign Adavice DSP to provide online services in accordance with the terms and conditions of this Agreement.
1.3. “Advertiser Account” / “Account” – means the Advertiser’s account at Adavice web-site adavice.com for deposit of money and managing of campaigns.
1.4. “Content” – means all ad content, related technology and tags provided by Advertiser that are subject to the Services under this Agreement.
1.5. “Effective Date” – means the date of adoption by Advertiser terms of this Agreement or in the absence of its signature, the date when the Advertiser set up an Advertiser Account with Adavice DSP.
1.6. Adavice DSP Network” – means Adavice’s digital advertising network available at adavice.com, including advertisers and publishers.
1.7. “Adavice DSP Network Property” – means any website, application, content, property or any other media owned, operated, or provided by a company within the Adavice DSP Network upon which Adavice DSP places Ads.
1.8. “Confidential Information” – will include any information, whether provided in writing, orally, visually, electronically or by other means, related to the Services and/or business of a party and is treated as confidential or secret by the party, including but not limited to (i) all information marked as “Confidential,” “Proprietary,” or similar legend by the disclosing party (“Discloser”) when given to the receiving party (“Recipient”); and (ii) information and data provided by the Discloser, which under the circumstances surrounding the disclosure should be reasonably deemed confidential or proprietary.
1.9. “Campaign” – means certain actions set up by an Advertiser to increase traffic to the Advertiser or its affiliate website, sales and/or attracting new customers.
1.10. “Software” means the computer program allowing to manage advertising campaigns and place the Advertisements on third-party Internet pages, mobile apps and other online resources by customizing GEO targeting, cost per click, timetable and other functions available for choice in the Application Form.
1.11. “Application Form” means the application form completed in the order specified by the Adavice DSP filled in by the Advertiser directly on the Official Website for placing the Advertisement on third-party Internet pages, mobile apps and other online resources. The Application Form allows to customize targeting, timetable and another specific characteristic of your advertising campaign.
1.12. “Official Website” means the website where the Software is published. The official website on the date of the conclusion of the Agreement is adavice.com.
Adavice DSP provides You an opportunity to participate in our Service and Program by placing its Ads on web pages of publishers registered in Adavice DSP Network. Adavice DSP will monitor, track and report its Services in a manner and on a schedule as determined by Adavice DSP.
In order to become an Advertiser you must first accurately submit an application for Adavice DSP account at our website and be in compliance with present Agreement (in case of using Self-service) or register yourself as an Advertiser by contacting Adavice directly (in case of using Managed service) for acceptance, and not use any aliases or other means to mask your true identity or contact information. Every new Account created in the Adavice Platform system is manually approved or denied by one of Adavice’s employees. After we review your application, we will notify of your acceptance or rejection as Adavice’s Advertiser. We may accept or reject your account registration at any time at our sole discretion for any reason. Adavice reserves the right to add, edit, remove or reclaim any account details (including your submissions) with or without your consent if deemed appropriate at Adavice sole discretion.
The Advertiser acknowledges and agrees that all its Campaigns shall be subject to review by Adavice’s employees. Adavice reserves the right to accept or reject the Advertiser’s Campaign at any time based on a violation of the Terms and Conditions or any applicable law, ordinance, rule, regulation or treaty. Accounts and the Advertiser ‘s Campaigns will be verified within 72 hours. Requests submitted during public holidays will be considered as submitted on the following working day.
Methods of using the Service available – Self-Service or Managed service.
Self-Service assumes that all Services and ad campaigns shall be provided through Advertisers’ account in Program. Adavice DSP support team may provide assistance upon your request, however, all the actions or modifications made through your account shall be deemed made solely by You.
Managed service assumes that assistance of using the Services and Program shall be provided by Adavice managers.
2.6.1. Advertiser understands and accepts that Adavice DSP does not allow and prohibits the multiple account opening for each Advertiser. Advertiser agrees not to fill in an account application and/or register as an Advertiser more than one time and/or hold more than one account with Adavice DSP for any reason and/or in order to benefit in any way from any marketing promotional program/project and/or offer available for the Advertiser by Adavice.
In any case where Adavice DSP identifies multiple account applications/ registrations/ openings/ holdings of an Advertiser through the use of any technology or through other means available for and/ or acceptable by Adavice only, Adavice may forbid access to and/ or suspend and/ or ban and/or close any such multi accounts and/or the main account of the Advertiser and/ or manage all accounts in such way and/or take any other actions and measures deemed appropriate in the sole discretion of Adavice DSP, regardless of the reason/purpose that such multi account applications/ registrations/ openings/ holdings were created.
If the only and/or any account of the Advertiser is forbidden access to and/or is suspended and/or banned and/or closed for any reason, including but not limited for reasons related to prohibited/ non accepted activity, the Advertiser understands and agrees that is not allowed and will not fill in another account application and/ or re-register and/ or create and/ or hold any other new account for the same reason and/ or for any other prohibited/ non accepted activity.
2.6.2. Adavice DSP may allow multi account applications/registrations/openings/holdings for an Advertiser if this is specifically and clearly predefined as accepted/permitted in any specific marketing promotional program/project and/or offer and/or in exceptional cases, at any time and for any reason Adavice considers acceptable and solely at its own discretion, if the Advertiser submits such request by sending an email to firstname.lastname@example.org.
You may not transfer your account to anyone without explicit written permission of Adavice and you may not use anyone else’s account or password at any time without the express permission and consent of the holder of that account. Adavice cannot and will not be liable for any loss or damage arising from your failure to comply with these obligations.
Adavice DSP will implement, monitor, track and report an agreed campaign. Adavice DSP will furthermore report if and when errors have occurred in a Campaign in order to rectify such errors so that such Campaign can be carried out as agreed on. Adavice DSP will also, at its sole discretion, provide support and advice on a Campaign during the term of this Agreement. Adavice DSP does not guarantee: (i) the placement, positioning or the timing of delivery of any Ad, or (ii) the number (if any) of any impressions, publications, conversions or clicks on any Ad on any Adavice DSP Network Property.
The Agreement is concluded for an indefinite period of time.
These Terms and Conditions are effective as of the date the Advertiser registers as an Adavice Platform user and accepts the conditions stated herein. The Agreement is concluded between the parties at the same time. After the aforementioned actions of the Advertiser, the Account is created Adavice. This means that by participating in or using the Services or features of Adavice Platform, you are agreeing to be bound by the Terms and Conditions. You further agree that any of your agents, representatives, employees, or any person or entity acting on your behalf with respect to the use of the Adavice’s Services shall be subject to and shall abide by these Terms and Conditions.
Adavice is entitled to suspend or ban the Advertiser’s access to Adavice DSP Platform for any time according to its discretion regarding the breach of the Agreement or breach of any of legal relationships with Adavice , especially for the following reasons:
If aforementioned suspicions were refuted, Adavice shall restore the Advertiser’s access to the Account. Otherwise Adavice DSP is also entitled to terminate the Agreement at any time, without advance notice. Regardless of the circumstances, such suspension, banning or termination by Adavice DSP shall not give rise to liability. Adavice DSP shall have the right to block your account immediately and to withhold the remaining funds at your account as a fine. In exceptional cases, Adavice DSP may, however, decide to refund that funds at its sole discretion.
Either party may cancel the ads campaign and terminate the present Agreement with 3 working days’ written notice to the other party to email@example.com.
This Agreement will be blocked when the Advertiser’s Account has not been in use for more than six (6) months. In order to activate your account, please contact our support team at firstname.lastname@example.org.
4.1.1 The Advertiser controls its Personal account and ensures a positive balance on the Personal account in an amount sufficient for simultaneous pre-payment for the Services of Adavice DSP under Advertises requests, as well as to cover the costs of Adavice DSP for purchasing Publisher services except for cases when the Parties have agreed on a different payment procedure for the Service. The Advertiser shall ensure the transaction of the funds to Adavice DSP for crediting its Personal account.
4.1.2. The minimum amount of initial deposit is 200 US Dollars. By using Self-Service you agree that setting limitations on Ads campaigns budget and spending shall be entirely your responsibility. If the funds in your Advertiser Account are exhausted, all running campaigns may be suspended immediately, if spending limits are not applicable. Spending limitations are not legally binding and Adavice DSP bears no responsibility for any excess.
Adavice DSP provides the ability to perform payments by using payment service providers. Advertiser shall have the right to select any payment service provider available. You agree that Adavice DSP is not responsible for any actions applied by the payment service provider including but not limited to any additional transaction fees, banking commissions or currency fees applied to your transaction. All payments to Adavice DSP include the above-mentioned fees and commission, if applicable.
All statistics for the purposes of billing and general delivery reporting are based on Adavice DSP reporting system.
Rates for advertising campaigns are calculated on the basis of its pricing model, frequency of impressions, ads placement, number of acquisitions, GEOs and other campaign terms.
The Advertiser may request to obtain a credit limit and can be granted the one, based on the individual decision of Adavice DSP. Adavice reserves the right to cancel the credit limit in its absolute and sole discretion at any time.
4.6.1 Refund could be applied only upon written request containing reasons for your refund to email@example.com. A refund request will be considered legitimate ONLY if it has been sent from the email used for Advertiser’s Account registration.
4.6.2 Refundshall be applied only to the actual payments made by the Advertiser to Adavice. All funds credited to the account of the Advertiser within the frame of participation in bonus programs are non-refundable in any case and subject to the terms and conditions of such programs.
4.6.3 Refund will be made in the amount of unused funds. Amount must be calculated based on Adavice DSP’ reporting system.
4.6.4 Advertiser has six (6) months from the last payment date to ask for a refund of the balance remaining on the Advertiser Account if You have remained in compliance with this Agreement. The minimum initial deposit is nonrefundable. After Advertiser makes a second deposit at Advertiser Account (itself or via manager), a refund will only be issued for a balance of more than $200 US Dollars and a processing fee of 10% will be deducted from such refund.
4.6.5 Refundis not acceptable in case the Advertiser breaches terms and conditions of present Agreement or other terms agreed by the parties.
Adavice DSP guarantees to sell the Advertising and time on the Internet for advertising purposes (in the form of clicks, impressions, or redirects) according to the settings of the Advertiser’s Campaign. However Adavice DSP does not guarantee conversion as an effect of the Advertiser’s Campaign (e.g., sales or sign-ups) and shall not issue a refund if none are achieved. It means that Adavice DSP does not guarantee any sales and shall not be held responsible if sales are not generated.
5.2.1. In the event that the Destination URL becomes unavailable for any reason (e.g., server hosting the provided URL is down or unavailable, timed out, or shows to be active but with internal server errors, 404 errors and other types of common or uncommon errors associated with the Internet, Destination URL, the Advertiser’s network, and/or its underlying infrastructure), the Advertiser shall not hold Adavice DSP or its partner sites responsible for these errors. Adavice DSP shall not be held responsible for factors beyond its control that may interfere with its ability to deliver End Users to the Destination URL. Such factors include, but are not limited to, downtime on the Advertiser’s server, overuse of the Advertiser’s bandwidth quota (if applicable), errors on the Destination URL, pop-up killers, and/or network outages beyond Adavice DSP server. Any such purchases concerning End Users not delivered to the Destination URL during these aforementioned circumstances shall not be refunded.
5.2.2. Smartlinks, cloaking, rotating landing pages/offers are not allowed. Adavice DSP has, in its sole discretion and without any liability, the right to deny any Advertisement that includes any of the above URL types.
5.3.1. The Advertiser shall not obtain or attempt to obtain: (A) any information from Adavice Platform, including without limitation: email addresses or phone numbers of other account holders or other software data, (B) intercept, examine or otherwise observe any proprietary communications protocol or bidding mechanisms used by the Adavice Platform, Adavice’s website or servers, (C) use any software that is designed to provide a means of unauthorized access to, or distort, delete, damage or disassemble the Adavice DSP or Adavice’s website or servers.
5.3.2. The Advertiser shall not use Adavice Platform in any manner, or in connection with any content, data, hardware, software or other materials, that (A) infringes upon or violates any patent, copyright, trade secret, trademark, or other intellectual property right of any third party, (B) constitutes a defamation, libel, invasion of privacy, or violation of any right of publicity or other third-party right or is threatening, harassing or malicious, (C) constitutes phishing, pharming or impersonates any other person or entity, or steals or assumes any person’s identity (whether a real identity or online nickname or alias), (D) violates any applicable law, ordinance, rule, regulation or treaty, (E) is in any other way harmful to the End User.
5.3.3. If Advertiser provides software for campaign, it shall be free from any spy- or malicious software and comply with the terms and conditions under present Agreement. In confirmation of this fact the Advertiser can provide duly executed SSL-, or Code sign certificate.
Advertiser will defend, indemnify and hold Adavice or its affiliates and representatives harmless from any damages, liabilities, costs, and expenses (incl. attorneys’ fees) resulting from any claim, judgment or proceeding brought by a third party.
In case where advertisements are placed in such locations, Adavice DSPreserves the right to withhold payment for the entire campaign, withhold account balance and any other remuneration and/or submit an immediate legal action against Advertiser and/or set a financial penalty, based on the damages caused to Adavice DSP.
The Advertisements shall not include the prohibited content.
Adavice DSP has, in its sole discretion and without any liability, the right to deny any Advertisement that includes or based on any prohibited or illegal content.
Prohibited content includes but not limited to:
Adavice will publish guidelines for Advertiser’s Campaigns on Adavice website.
Adavice reserves the right to control and verify compliance with these restrictions and limitations. The Advertiser shall be responsible for all damages incurred by Adavice DSP arising from violation of any of the provisions herein, including the loss of business profits caused by termination of contracts by Adavice DSP business partners.
In any case of breaching the Terms and Conditions by the Advertiser, Adavice DSP is entitled to ban the Advertiser’s Account. It means no longer access for the Advertiser to the Account and no use of Adavice’s Services.
IN NO EVENT SHALL ADAVICE BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM YOUR USE OF THE SITE, OPERATION OF A PROGRAM, OR YOUR DISPLAY OF ANY PROGRAM CREATIVE ON YOUR MEDIA, INCLUDING BUT NOT LIMITED TO BROKEN IMAGES, SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE AND CONSEQUENTIAL DAMAGES, EVEN IF ADAVICE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE INFORMATION, CONTENT AND SERVICES AT THE PROGRAM OR IN SERVICE ARE PROVIDED ON AN “AS IS” BASIS WITH NO WARRANTY. YOU USE THE SEVICE AND RUN PROGRAM AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY LAW, ADAVICE DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO THE OPERATION OF PROGRAM, THE INFORMATION, SERVICES, AND CONTENT INCLUDED AT THE PROGRAM OR IN SERVICE AND PROVIDED BY ADAVICE, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. ADAVICE DOES NOT REPRESENT OR WARRANT THAT THE INFORMATION ON ITS WEBSITE OR PROVIDED BY ADAVICE IS ACCURATE, COMPLETE OR CURRENT.
7.1. Each Party (a “Receiving Party”) understands that the other Party (a “Disclosing Party”) may disclose information of a confidential nature including, without limitation, product information, data, pricing, financial information, software, specifications, research and development and proprietary algorithms or other materials that is disclosed in a manner in which the Disclosing Party reasonably communicated, or the Receiving Party should reasonably have understood under the circumstances that the disclosure should be treated as confidential, whether or not the specific designation “confidential” or any similar designation is used (“Confidential Information”).
7.2. The Receiving Party agrees, for itself and its agents and employees, that it will not publish, disclose or otherwise divulge or use for its own purposes any Confidential Information of the Disclosing Party furnished to it by such Disclosing Party without the prior written approval of the Disclosing Party in each instance. Neither party will make any public announcement regarding the existence or content of the Agreement without the other’s prior written approval.
7.3. The Parties agree that if disclosure is made to their professional advisors, auditors or bankers this shall be done subject to each Party procuring each such recipient’s agreement to keep such information confidential to the same extent as if such recipient were Party to this agreement.
7.4. The foregoing obligations under this section 11 shall not extend to any information to the extent that the Receiving Party can demonstrate that such information (i) was at the time of disclosure or, to the extent that such information thereafter becomes through no fault of the Receiving Party, a part of the public domain by publication or otherwise; (ii) was already properly and lawfully in the Receiving Party’s possession at the time it was received by the Receiving Party free from any obligation of confidentiality, (iii) was or is lawfully received by the Receiving Party from a third Party who was under no obligation of confidentiality to the Disclosing Party with respect thereto, or (iv) is independently developed by the Receiving Party or its independent contractors who did not have access to the Disclosing Party’s Confidential Information or (v) express written consent has been given prior to disclosure.
7.5. In the event that the Receiving Party is required to disclose Confidential Information in accordance with judicial or regulatory or governmental order or requirement, or any tax authority to which that Party is subject or submits, wherever situated, whether or not the requirement for information has the force of law the Receiving Party shall promptly notify the Disclosing Party in order to allow such Party to contest the order or requirement or seek confidential treatment for such information.
7.6. Upon termination or expiration of this Agreement, upon the request of a Disclosing Party, the Receiving Party agrees to return to the other all of such other Party’s Confidential Information, or to certify to the Disclosing Party in writing that all such material has been destroyed, however, destruction is only permitted after Disclosing Party’s prior approval.
If your account balance is 0 EUR/USD, the system will automatically block your account, if otherwise do not agreed by the parties. If your account balance is above 0 EUR/USD, the remaining funds will be fully deducted from your account.
7.4. You acknowledge and agree that in case of Your account been deleted at any reason it doesn’t mean that user data would be erased too.
These Terms and Conditions are governed by the laws of Cyprus and will be interpreted in accordance with the Cypriot courts. The Cypriot courts shall have exclusive jurisdiction to settle any claim or dispute which might arise out of or in connection with these terms and conditions.
Each of the parties hereto hereby waives, to the fullest extent permitted by applicable law, any right to a trial by jury in any action or proceeding to enforce or defend any rights under these Terms and Conditions and any amendment, instrument, document or agreement delivered or which may in the future be delivered in connection herewith or therewith, and agrees that any such action or proceeding shall be tried before a court and not before a jury.
These Terms and Conditions are made solely for the benefit of the Advertisers and Adavice Parties and their respective successors and assigns, and no other person or entity shall have or acquire any right by virtue of these Terms and Conditions.
The Advertiser may not assign any of its rights or delegate any of its duties under these Terms and Conditions or additional agreements (if concluded with Adavice) without the prior written consent of Adavice. Despite such consent, no assignment shall release the assignor any of its obligations or alter any of its primary obligations to be performed under these Terms and Conditions. The Advertiser hereby agrees that Adavice is entitled to assign any of its rights and obligations under these Terms and Conditions and additional agreements (if concluded with the Advertiser) to any third party and at any time without separate consent of the Advertiser.
The relationship of the Advertiser and Adavice established by these Terms and Conditions is that of independent contractors, and neither party is an employee, agent, partner or joint venturer of the other.
Neither party shall be deemed in default of the Terms and Conditions to the extent that performance of its obligations or attempts to cure any breach are delayed or prevented by reason of an event of force majeure. An event of force majeure is an event or circumstance which is beyond the control and without the fault or negligence of the party affected and which by the exercise of reasonable diligence the party affected was unable to prevent i.e. riot, war, invasion, act of foreign enemies, hostilities, terrorism, strikes, flood, fire or other physical natural disaster, epidemic, strike, act or actions of government or shortage of materials or supplies.
No waiver of a breach, failure of any condition, or any right or remedy contained in or granted by the provisions of these Terms and Conditions shall be effective unless it is in writing and signed by the party waiving the breach, failure, right, or remedy. No failure or delay by Adavice in exercising any right, power or privilege hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right, power or privilege. The rights and remedies herein provided shall be cumulative and not exclusive of any rights or remedies provided by law.
Except as may be set forth in an written agreement signed by Adavice and the Advertiser, these Terms and Conditions constitute the final, complete, and exclusive statement of the terms of the use of Adavice Platform between the parties and supersedes all prior and contemporaneous understandings or agreements of the parties.
If Adavice prevails in any action, suit, or proceeding arising from or based upon the Terms and Conditions, Adavice shall be entitled to recover from the Advertiser Adavice’s reasonable attorneys’ fees in connection therewith in addition to the costs of such action, suit, or proceeding.
The headings in the Terms and Conditions are included for convenience only and shall neither affect the construction or interpretation of any provision herein nor affect any of the rights or obligations of the parties of the Terms and Conditions.
Any notice, communication or statement relating to Terms and Conditions shall be done by an email unless the written form is reserved in these Terms and Conditions. The notice is deemed effective upon delivery to the contact data of the respective party as indicated herein or in the Advertiser’s Account. In the event of non-material changes to the Terms and Conditions (e.g. editorial changes, correction of obvious typographical errors), notice shall be deemed effective upon posting at Adavice Platform. In the event of material changes to the Terms and Conditions (i.e. affecting the rights and obligations of the parties), notice shall be effective upon delivery to the email address last provided by the Advertiser. In the event that the Advertiser believes that the Agreement is not being performed in accordance with the provisions of the Terms and Conditions, it may submit a complaint to Adavice in the term of 14 (fourteen) days from noticing the breach of the Agreement by Adavice. All complaints will be handled within a reasonable timeframe, not exceeding 30 days. The notices and complaints of the Advertiser can be sent by email to: firstname.lastname@example.org
Sections Representations & Warranties, Intellectual Property, Confidentiality, Indemnification and Miscellaneous and any other obligations which expressly or by their nature are to continue after termination, cancellation, or expiration of these Terms and Conditions shall survive and remain in effect after such happening.
Each party acknowledges and agrees that it has had the opportunity to seek the advice of independent legal counsel and has read and understood all of the provisions of these Terms and Conditions. These Terms and Conditions shall not be construed against either party by reason of its drafting.