Terms of Service.

These Terms of Service ("Terms") govern your access to and use of the websites, demand-side platform, and related services (collectively, the "Services") provided by Adloop Media, Inc. ("Adloop," "we," "us," or "our"). By accessing or using the Services, you agree to be bound by these Terms.

1. Eligibility and accounts

You must be at least 18 years old and authorized to bind your organization to these Terms. You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account.

2. License to use the Services

Subject to these Terms and any applicable order form, Adloop grants you a limited, non-exclusive, non-transferable, revocable license to use the Services for your internal business purposes. You may not resell, sublicense, reverse-engineer, or use the Services to build a competing product.

3. Acceptable use

You agree not to:

• Use the Services in violation of applicable law or industry self-regulatory standards (including IAB, DAA, and AdChoices);
• Upload content that is unlawful, infringing, deceptive, or harmful;
• Target advertising in a manner that is discriminatory or that misuses sensitive categories;
• Attempt to disrupt or compromise the security or integrity of the Services.

4. Customer data and content

You retain all rights in the data and content you submit to the Services ("Customer Data"). You grant Adloop a worldwide, non-exclusive license to use Customer Data solely to provide and improve the Services and as permitted by our Privacy Policy. You represent that you have all rights and consents necessary for Adloop to process Customer Data on your behalf.

5. Fees and payment

Fees for the Services are described in the applicable order form. Unless otherwise stated, fees are non-refundable, exclusive of taxes, and due net 30 days from the invoice date.

6. Intellectual property

The Services, including all software, designs, trademarks, and documentation, are owned by Adloop or its licensors and are protected by intellectual-property laws. No rights are granted other than as expressly set forth in these Terms.

7. Confidentiality

Each party agrees to protect the other party's confidential information with the same degree of care it uses for its own confidential information, and in no event less than a reasonable standard of care.

8. Disclaimers

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

9. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, ADLOOP'S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS WILL NOT EXCEED THE FEES PAID BY YOU TO ADLOOP IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM. IN NO EVENT WILL EITHER PARTY BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES.

10. Termination

Either party may terminate these Terms for material breach that remains uncured 30 days after written notice. Upon termination, your right to use the Services ceases immediately. Sections that by their nature should survive termination will survive.

11. Governing law

These Terms are governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict-of-law principles. The parties consent to the exclusive jurisdiction of the courts located in Toronto, Ontario.

12. Changes

We may update these Terms from time to time. Continued use of the Services after an update constitutes acceptance of the revised Terms.

13. Contact

Questions about these Terms? Email info@adloop.ca.