These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client," "you," or "your") and Adverta, Inc. ("Adverta," "we," "us," or "our") governing your access to and use of the Adverta advertising platform and related services (collectively, the "Services") available at adverta.pro and app.adverta.pro.
By accessing or using our Services, you agree to be bound by these Terms. If you are using the Services on behalf of a company or organization, you represent that you have the authority to bind that entity to these Terms.
1. Acceptance of Terms
By creating an account, accessing the platform, or using any of our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms, you must not use our Services.
We reserve the right to update or modify these Terms at any time. Material changes will be communicated via email or through a notice on our platform at least 30 days before they take effect. Your continued use of the Services after such changes constitutes acceptance of the updated Terms.
2. Platform Description
Adverta provides a full-stack advertising technology platform that includes:
- Programmatic Demand-Side Platform (DSP): Real-time bidding on advertising inventory across display, video, CTV, audio, and native channels via the OpenRTB 2.6 protocol.
- Commerce Media Platform: Sponsored product advertising solutions for ecommerce marketplaces, enabling sellers to promote products within marketplace environments.
- Customer Data Platform (CDP): First-party data management, audience building, identity resolution, and segment activation.
- Ad Serving and Reporting: Creative hosting, delivery, and comprehensive campaign analytics.
- Compliance Infrastructure: Geo-fencing, age verification, disclosure management, and audit trail capabilities for regulated advertising categories.
3. Account Terms
3.1 Registration
To use the Services, you must create an account by providing accurate and complete information. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.
3.2 Eligibility
You must be at least 18 years of age and have the legal capacity to enter into a binding agreement. If you are using the Services on behalf of an organization, that organization must be a legally registered entity.
3.3 Account Security
You agree to:
- Maintain strong, unique passwords and enable multi-factor authentication when available.
- Notify us immediately at security@adverta.pro of any unauthorized access or security breach.
- Not share account credentials with unauthorized individuals.
- Not create multiple accounts to circumvent platform restrictions.
3.4 Account Suspension
We may suspend or terminate your account if we reasonably believe you have violated these Terms, engaged in fraudulent activity, or if required by law. We will provide notice of suspension except in cases of fraud, legal requirement, or imminent harm to the platform.
4. Advertising Policies
4.1 General Requirements
All advertising campaigns run through the Adverta platform must:
- Comply with all applicable federal, state, and local laws and regulations.
- Be truthful, non-deceptive, and not misleading.
- Not infringe on the intellectual property rights of any third party.
- Comply with the IAB/ABC International guidelines for advertising standards.
- Adhere to any applicable industry-specific regulations (e.g., FEC regulations for political advertising, state cannabis advertising laws).
4.2 Regulated Categories
Adverta supports advertising for legal but regulated product categories, including cannabis, political campaigns, gambling/iGaming, alcohol, and pharmaceuticals. Advertisers in these categories must:
- Provide documentation demonstrating legal authorization to advertise in targeted jurisdictions.
- Use Adverta's geo-fencing tools to restrict ad delivery to jurisdictions where the advertised product or service is legal.
- Enable age-gating and verification where required by law.
- Include all legally required disclosures (e.g., "Paid for by..." for political ads).
- Maintain compliance records as required by applicable regulations.
4.3 Prohibited Content
The following content is prohibited on the Adverta platform:
- Illegal products or services in the targeted jurisdiction.
- Content that promotes violence, hate speech, or discrimination.
- Malware, phishing, or deceptive software distribution.
- Counterfeit goods or fraudulent services.
- Content that exploits minors in any way.
- Misleading health claims not supported by regulatory approval.
- Any content that violates applicable advertising standards.
4.4 Creative Review
Adverta reserves the right to review, approve, or reject any advertising creative or campaign. We may remove or disable campaigns that violate these Terms or our advertising policies at any time without prior notice.
5. Payment Terms
5.1 Pricing and Fees
Campaign pricing is based on the bidding model selected (CPM, CPC, CPA, or CPCV). Platform fees, minimums, and pricing are set forth in your Insertion Order (IO) or Master Services Agreement (MSA) with Adverta.
5.2 Billing
You agree to pay all fees associated with your use of the Services. Billing occurs in accordance with your agreement:
- Prepaid Accounts: Campaign spend is deducted from your prepaid balance. Campaigns will pause when the balance is depleted.
- Credit Accounts: Invoiced monthly with payment due within 30 days of the invoice date (Net 30), unless otherwise specified in your MSA.
5.3 Late Payments
Late payments may be subject to interest at the rate of 1.5% per month (or the maximum rate permitted by law, whichever is lower). We reserve the right to suspend Services for accounts with overdue balances exceeding 15 days past due.
5.4 Taxes
All fees are exclusive of taxes. You are responsible for all applicable taxes, except for taxes based on Adverta's net income.
5.5 Refunds
Refunds for prepaid balances may be requested within 90 days of deposit, less any spend already incurred. Refunds are processed within 30 business days.
6. Intellectual Property
6.1 Adverta IP
The Adverta platform, including its software, algorithms, user interface, documentation, APIs, and all related intellectual property, are owned by Adverta, Inc. and protected by copyright, patent, trademark, and trade secret laws. Nothing in these Terms grants you any rights to Adverta's intellectual property except the limited license to use the Services as described herein.
6.2 Client Content
You retain all rights to creative assets, data, and other content you upload to the platform ("Client Content"). By uploading Client Content, you grant Adverta a non-exclusive, worldwide license to use, reproduce, and display such content solely for the purpose of delivering your advertising campaigns and providing the Services.
6.3 Feedback
If you provide suggestions, ideas, or feedback about our Services, you grant Adverta a perpetual, irrevocable, royalty-free license to use and incorporate such feedback without obligation to you.
7. Data and Privacy
Your use of the Services is subject to our Privacy Policy, which is incorporated into these Terms by reference. You agree to:
- Comply with all applicable data protection laws, including GDPR, CCPA, and COPPA.
- Obtain all necessary consents for the collection and use of personal data in connection with your advertising campaigns.
- Respect TCF v2 and GPP consent signals processed by the Adverta platform.
- Not use the Services to collect sensitive personal information (as defined by GDPR) without explicit consent and a lawful basis.
8. Service Level Agreement
Adverta commits to 99.9% platform uptime, measured monthly, excluding scheduled maintenance windows communicated at least 48 hours in advance. In the event of downtime exceeding the SLA, Clients on credit accounts may be eligible for service credits as specified in their MSA.
9. Limitation of Liability
9.1 Disclaimer of Warranties
THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, ADVERTA DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE.
9.2 Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL ADVERTA BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, LOST DATA, OR BUSINESS INTERRUPTION, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SERVICES, EVEN IF ADVERTED HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
ADVERTA'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE GREATER OF (A) THE FEES PAID BY YOU TO ADVERTA DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE THOUSAND U.S. DOLLARS ($1,000).
9.3 Indemnification
You agree to indemnify, defend, and hold harmless Adverta and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorney's fees) arising out of or in connection with: (a) your use of the Services; (b) your advertising campaigns, including any claims related to advertising content; (c) your violation of these Terms; or (d) your violation of any applicable law.
10. Term and Termination
10.1 Term
These Terms are effective when you first access or use the Services and remain in effect until terminated.
10.2 Termination by You
You may terminate your account at any time by contacting us at support@adverta.pro. Termination does not relieve you of any obligation to pay fees incurred prior to termination.
10.3 Termination by Adverta
We may terminate or suspend your access to the Services at any time for cause, including violation of these Terms, fraudulent activity, or non-payment. We will provide 30 days' notice for termination without cause.
10.4 Effect of Termination
Upon termination: (a) your right to use the Services ceases immediately; (b) we will make your campaign data available for export for 30 days; (c) sections relating to intellectual property, limitation of liability, indemnification, and governing law survive termination.
11. Governing Law and Dispute Resolution
11.1 Governing Law
These Terms are governed by the laws of the State of Delaware, without regard to its conflict of laws principles.
11.2 Dispute Resolution
Any dispute arising out of or relating to these Terms shall first be submitted to good-faith negotiation between the parties for a period of 30 days. If the dispute is not resolved through negotiation, it shall be submitted to binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules.
11.3 Class Action Waiver
YOU AGREE THAT ANY CLAIMS WILL BE BROUGHT IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION.
12. General Provisions
- Entire Agreement: These Terms, together with the Privacy Policy and any applicable IO or MSA, constitute the entire agreement between you and Adverta.
- Severability: If any provision of these Terms is found unenforceable, the remaining provisions will remain in full force and effect.
- Waiver: Failure to enforce any provision of these Terms does not constitute a waiver of that provision.
- Assignment: You may not assign or transfer these Terms without our prior written consent. Adverta may assign these Terms in connection with a merger, acquisition, or sale of assets.
- Force Majeure: Neither party shall be liable for failures or delays resulting from events beyond reasonable control, including natural disasters, war, terrorism, pandemics, or government actions.
13. Contact Information
For questions about these Terms, please contact us:
- Email: legal@adverta.pro
- General Inquiries: sales@adverta.pro
- Website: adverta.pro