Adcore Marketing Cloud Terms of Use

Welcome to Adcore Marketing Cloud! By accessing and using Our Services, as defined below, you accept and agree to be bound by these terms and conditions (the “Terms of Use” or “T&C”), as well as Our Privacy Policy. These Terms of Use create a legal agreement between you, the User, and Adcore Inc., a company duly organized and existing under the laws of Canada, including any of its current and/or future subsidiaries and affiliates (the “Company”, “Adcore”, “We”, “Our” or “Us”). If you do not agree to these terms, please do not use Our Services.

1. Acceptance

By visiting, accessing, logging into, creating an account, registering for, or using any of the Services, as defined below, You agree to these Terms of Use, which may be updated from time to time, and the Company’s Privacy Policy, which is incorporated herein by reference. These Terms of Use constitute a binding and enforceable agreement between the Company and You, who is accessing and using the Adcore Marketing Cloud Services. Please note that to use any of the Services, You are required to obtain access information (including username, password, or otherwise, as applicable) from the Company, which may be subject to fees and charges to be paid to the Company.

2. Definitions

(a) “Service(s)” refers to the range of services provided by the Adcore Marketing Cloud, including but not limited to tasks such as account creation and financing, the formulation and administration of feeds and campaigns, performance monitoring, audience targeting, optimization tools to enhance the effectiveness of digital advertising efforts and the content generated by the AMC platform.

(b) “Adcore Marketing Cloud (AMC)” refers to the comprehensive suite of marketing applications created by the Company and/or in conjunction with its partners. AMC provides a multitude of tools and features specifically designed to initiate, optimize, and enhance advertising campaigns (the “Adcore Marketing Cloud” ‘Marketing Cloud’ or simply ‘AMC’).

(c) “App(s)” refer to the distinct applications or software modules housed within the Adcore Marketing Cloud. Each App is uniquely designed to perform specialized marketing tasks, offering distinct features and services to enhance marketing effectiveness and user experience.

(d) “You” or “User” refers to any, sole proprietorship, partnership, company, corporation, organization or any other business entity or operation, including their authorized representatives or agents, who utilize the Services.

(e) “Ad Platform(s)”, “Media Platform(s)” or the “Platform(s)” refer to the multitude of digital advertising platforms or networks that interface with the Adcore Marketing Cloud, facilitating the dissemination and distribution of advertisements. These platforms can encompass a variety of venues including, but not limited to, search engine platforms such as Google Ads and Microsoft Advertising, social media platforms like Meta Ads and TikTok Ads, and content platforms including Taboola and Outbrain. Each of these Ad Platforms offers unique features, audience access, and targeting capabilities.

(f) “Advertising Account(s)”, “Ad Account(s)” or “Media Account(s)” refer to individual advertising accounts on various Ad Platforms. These accounts are used to create, manage, and track advertising campaigns on their respective Platforms. Examples may include Google Ads accounts, Microsoft Advertising accounts, Meta Ads accounts, and so on. Each Media Account operates within its specific Media Platform, serving as a hub for campaign execution and analysis.

(g) “Manager Account(s)”, “Master Account(s)” or “MCC(s)” refers to an account that allows the User to link several Ads accounts under one umbrella, enabling efficient management and monitoring of those accounts simultaneously.

(h) “Media Coupon(s)” or “Coupon(s)” refer to promotional vouchers or credits issued by the Ad Platforms and offered within the Adcore Marketing Cloud that can be applied towards the cost of advertising on supported Media Platforms, providing discounts or incentives for advertising spend.

(i) “Advertising Data” refers to the information and metrics related to advertising campaigns and marketing activities collected, processed  and/or analyzed by the Adcore Marketing Cloud, including performance data, audience insights, and other relevant metrics.

(j) “Media Account Funding ” refers to a funding option offered within the Adcore Marketing Cloud, allowing a User to secure funding for its Media Account(s) to allocate towards advertising spend.

(k) “Media Account Self Funding” refers to the option within the Adcore Marketing Cloud where a User funds its Media Account(s) independently and is responsible for managing its own advertising budget and expenses.

(l) “Wallet” refers to a digital system, an electronic transaction tool within the Adcore Marketing Cloud that securely stores a User’s payment information for multiple payment methods and budget allocations. The Wallet allows the User to store and manage funds, credits, or coupons associated with its Media Account(s) for advertising purposes.

(m) “Plan” refers to any Service package offered by Adcore Marketing Cloud, whether chosen by You through Our digital Platform or tailored specifically to your needs via a custom contract between You and the Company.

(n) “License(s)” refers to the permissions granted to You by Adcore Marketing Cloud to use the Services as outlined in your selected Plan. Each License permits a single User to access and use the Adcore Marketing Cloud Platform and Services. A License does not represent ownership or proprietary rights in Adcore Marketing Cloud Services or software, but rather authorizes the use of the Services in accordance with the terms stipulated in your Plan.

(o) “Subscription Cycle” refers to the recurring time period for which you subscribe to and pay for Adcore Marketing Cloud Plan. This cycle can be either monthly or annually, with payments due every month regardless of the length of the cycle. At its sole discretion, the Company may agree to establish custom subscription cycles and payment terms.

(p) “Automation Task(s)” refers to the automated actions performed by any of the Adcore Marketing Cloud App(s). These tasks are designed to streamline your workflows by automating specific actions within the AMC platform based on predefined parameters or triggers.

(q) “AI Model(s)” refers to the artificial intelligence models or algorithms utilized within the Adcore Marketing Cloud, which leverage advanced machine learning techniques to analyze data, optimize campaigns, and provide intelligent recommendations or marketing strategies.

(r) “Website” refers to the website at www.adcore.com, apps.adcore.com or any of its sub-sites.

(s) “Payment Card” means a valid credit card, debit card or any other charge card.

(t) “Login Credentials” refers to the unique identifiers, including but not limited to, username and password, created by or provided to the User in order to gain access to certain features, services, or restricted areas of the Service. 

3. Use of Service

We grant You permission to use the Service as set forth in these Terms of Use, provided that: (a) You are 18 years old or older (b) You will not disclose your Logic Credentials to others and You are the sole responsible for maintaining the confidentiality of your Login Credentials and agrees not to disclose them to any third party. Any actions taken through the use of these Login Credentials are the responsibility of You the User. Unauthorized use of another User’s Login Credentials, sharing Login Credentials with others, or permitting others to use your Login Credentials, all constitute violations of these Terms and Conditions.; (c) You will not copy or distribute any part of the Services, the content therein, and any form and concept embodied therein, in any medium or Platform; (d) You will not alter or modify any part of the Services; and (e) You will comply with these Terms of Use.

4. Changes to the Services; Termination of the Services or Features

We reserve the right, at Our sole discretion, at any time, to modify, improve, correct or discontinue, temporarily or permanently, the Services or any part thereof with or without notice. If We choose, in Our sole discretion, to cease providing the current version of the Services or any of its features and/or specific functions, whether through discontinuation of the Services or by upgrading or downgrading the Services to a newer version, You may not be able to continue using the previous version of the Services. In future versions of the Services, some or all features or functions from previous versions may be discontinue or removed. You agree that the Company shall not be liable to You or to any third party for any modification, suspension or discontinuance of the Services.

5. Plans and Pricing

The pricing of the Plan You choose is based on several factors, which may include but are not limited to the specific Apps You select, the number of Licenses, the number of monthly Automation Tasks, the size of the product feeds, ad-spend, number of Ads Accounts and the Subscription Cycle. The pricing may be subject to change due to variations in these factors.

Changes in Plan

If You choose to upgrade or downgrade your Plan, the new Plan pricing and features will take effect immediately when upgrading or at the next Subscription Cycle when downgrading. If You are downgrading your Plan, You may lose access to content, features, or capacity of your Account.

Plans Payments

All payments for Plans are required upfront, at the start of the Subscription Cycle, unless a custom payment term has been agreed with the Company. In case of failure to comply with the payment, the Company reserves the right to cease your services with immediate effect.

Special Promotions and Discounts

Occasionally, the Company may offer special promotions or discounts on Plans. These offers may be subject to their own terms and conditions, and may alter the pricing of Plans temporarily. The details and validity of such promotions or discounts will be communicated at the time of the offer. The Company reserves the right to modify, suspend, or terminate such promotions or discounts at its discretion without any notice.

Payment Methods

A valid Payment Card is required in order to use the Services. We may also accept monetary payment through any other payment method designated by Us from time to time at Our sole discretion, including without limitation through a PayPal account or via bank transfer. Upon presentation of any Payment Card information, You warrant that You are the cardholder or an authorized User of such Payment Card, and that the billing information You provide is accurate. All Payment Cards are subject to validation checks and authorization by the card issuer. To prevent unauthorized use of your Payment Card, We may, at Our sole discretion, validate the name, contact details or other personal information supplied by You during the order process against appropriate third-party databases. By accepting these Terms of Use, You give Us permission to perform these checks. If the issuer of your Payment Card does not authorize payment to Us, for any reason, whether in advance or subsequent to a payment, We may deny your access to the Services.Please note that your billing information is securely stored on third-party servers, and the Company shall not be held responsible for any issues or claims related to the storage of such information. By using Our Services, You agree to waive any claims or liabilities concerning the storage of your billing information. You agree to pay the Company for all charges at the prices then in effect for any use of the Service by You (including Your employees or agents) using your Payment Card or by means of any other payment method as shall be approved by Company in advance, and You authorize Company to charge such Payment Card for the Service. By approving the purchase of a Plan, You authorize Us to charge the designated Payment Card for the total amount of the purchase.

6. Cancellation

You may cancel your Account at Adcore Marketing Cloud subject to the terms of your Plan. The details of how to cancel your Account and charges that apply upon cancellation are set out in the Plan.

7. User Accounts; Compliance and Monitoring

(a) To use the Service, You are required to create an AMC account (“AMC Account”, “Account”) by providing certain details, including your email address, phone number, and payment information (“Private Information”). We treat your Private Information in accordance with Our Privacy Policy. You must ensure that the details You provide are correct and up to date and inform Us immediately of any changes. You are responsible for keeping your Login Credentials safe and confidential, and You must not disclose or share them with anyone. We are not liable for any losses or damages caused by any unauthorized access or use of Account(s). While We are not liable for any losses arising from such unauthorized use, You may be held liable for any losses incurred by the Company or others as a result of such unauthorized use.

(b) We reserve the right to monitor Your use of the Services to ensure that yYu comply with these Term of Use. Without derogating from any other remedies available to Company according to any applicable law, if We find that You are using Your Account(s) contrary to these Terms of Use, We reserve the right, at any time in Our sole discretion, to block your access to the Services or terminate Your use of the Service.

(c) Notwithstanding the aforesaid, Company shall have the sole and absolute discretion to deny registration or access to the Service or to discontinue the Service for any reason and at 

any time, without incurring any liability.

8. Use of Information

We may collect or receive information and data submitted by Users through the Services including Private Information, as set out in Our Privacy Policy, and in these Terms of Use. Any such information may be monitored, retrieved, analysed and used by Company to create general statistics regarding the use of the Service, and for purposes of establishing patterns of behaviour, manner and fashion of use of the Services, and general statistics regarding campaign management through the Service (excluding campaign specific identifying data, such as, names of advertised brands, pricing information of products which are subject of certain campaigns etc.) to the extent permitted by applicable law and subject to Company’s Privacy Policy (all the foregoing, “Extracted Information”), for example, in order to determine popularity of certain features and improve the functionality and the quality of Services, a delivering customized content and customized Advertising Material (as defined below), and for other purposes commercializing an monetizing upon such Extracted Information. By using the Services, User further authorizes Company to include User’s name, title, business name, contact information in databases used for commercial purposes (“Commercial Data Base”) including without limitation providing such Commercial Data Bases to third parties. You can request that We delete your information from any commercial database at any time via a written request to: [email protected], but We may retain it for Our internal purposes as long as You use the Services.

9. Advertising Materials

We may present You information, texts, advertisements for products and/or services, notices, and other materials on the Service or Website, by means of dialog, email, sms , push notification or any other means (“Advertising Material(s)”). Such Advertising Material may be personalized and assigned to individual Users. Such personalization may be based on information, including Private Information, retrieved by the Company resulting from User’s use of the Service. Company hereby disclaims any and all liability arising from or in connection with receiving such Advertising Material, their origin, contents and/or their context. We reserve the right to remove any Advertising Material at any time and for any reason without notice to you.

10. Limitations

(a) The Service is strictly intended for use of digital marketing in accordance with the terms and conditions outlined herein. This usage is limited to managing your own digital marketing or, if You are an agent, managing digital marketing for others (“Purpose”). The Service may not be utilized, copied, reproduced, distributed, transmitted, broadcasted, displayed, sold, licensed, or otherwise exploited for any other purpose without obtaining the prior written consent of the Company. The Company reserves all rights to the Services. 

(b) The Services may not be used to engage in any forbidden practices (“Prohibited Activities”). By engaging in such activities, You accept that the Company disclaims any and all liabilities, losses, and damages arising from your use of the Services. The Prohibited Activities include but are not limited to: (1) Engaging in unlawful, indecent, obscene, or morally objectionable activities; (2) Disseminating any unlawful, harassing, abusive, threatening, harmful, vulgar, obscene, or otherwise objectionable or illegal materials; (3) Transmitting material that encourages conduct which may constitute a criminal offense, result in civil liability, or otherwise breach any relevant law, regulation, and/or code of practice; (4) Gaining unauthorized access to other computer systems; (5) Interfering with any other person’s use of the Services; (6) Transmitting junk mail, chain letters, or “spam.” ; (7) Making, transferring, or storing electronic copies of materials protected by copyright without the express permission of the owner, or otherwise using the Services in a manner that infringes on third-party intellectual property rights; (8) Circumventing, disabling, or otherwise interfering with security-related features or other features of the Website and/or the use of Services, or violating any limitations on the use of the Website and/or the Services.

11. Specific Requirements, Limitations and Risks

(a) Media Account Opening

Some of Our Apps can assist You in opening Media Accounts with relevant Platforms. This may include social media accounts, Advertising accounts, merchant accounts, ftp accounts, content creation accounts, or other media-related accounts supported by the Apps.

(b) Media Account Linking

 Some of Our Apps can assist You in linking Media Accounts to Our Marketing Cloud. This may include Media Accounts, product feeds, websites, merchant accounts, ftp accounts or other media-related accounts supported by Our Apps.

(c) Support Level

We make every effort to respond to support tickets within a 48-hour timeframe. However, We cannot guarantee that all support tickets will be responded to or resolved with this timeframe due to factors outside of Our control, including but not limited to holidays, weekends, third-party technical issues, and other related issues. In addition, certain issues may require more time and resources to resolve, which may extend the resolution time.

We work to provide You with the best possible support experience, and will keep You updated on the status of your support ticket and provide an estimated timeframe for resolution whenever possible.

(d) Advertising Data Accuracy 

While We strive to ensure the accuracy, completeness, relevance, freshness, and reliability of the Advertising Data processed or generated by Our Apps, We acknowledge that We rely on several factors outside Our control, including but not limited to, third-party data sources, Platform’s APIs, AI Models, external and internal databases and servers, and other variables that can affect the accuracy of the Advertising Data presented.

Therefore, We cannot be held responsible for any inaccuracies, errors, or omissions in the Advertising Data processed or generated by Our Apps. We strongly encourage users to closely monitor the Advertising Data on Our Apps or on the Platforms and verify any information before using it.

If You suspect any inaccuracies in the Advertising Data processed or generated by Our Apps, please contact Us immediately, and We will investigate the matter promptly.

By using Our Apps, You agree to indemnify and hold Us harmless against any and all claims, damages, or expenses arising from or related to the use of inaccurate Advertising Data processed or generated by Our Apps.

(e) Media Account Self Funding

Some of Our Apps required Users to purchase media directly for their advertising campaigns on each Platform. By using these Apps, Users agree to pay directly for the media.

Users are solely responsible for ensuring that their Media Account balance has sufficient funds to cover the cost of the media purchases. We will not be liable for any fees, charges, taxes or penalties incurred due to insufficient funds in the Media Account.

Media Account Self Funding Users acknowledge and agree that they are solely responsible for all media purchases. We will not be liable for any disputes or issues related to the media purchases, including but not limited to, incorrect media placements, discrepancies in billing, or any other issues related to the media.

(f) Media Account Funding

Some of Our Apps offer Media Account Funding services to Users who wish to purchase media for their advertising campaigns on various Platforms. By using these services, Users authorize Us to make payments on their behalf.

While We make every effort to ensure the reliability of the media purchases made on behalf of Users, We cannot guarantee its reliability due to many factors beyond Our control, including but not limited to payment failures, bank transfer issues, and other payment related issues. We also reserve the right to use any payment method We deem suitable to pay for the media purchases, including but not limited to monthly invoicing, credit cards, debit cards, account media credits, promotional codes, and other methods.

Users must ensure that they have sufficient funds in their Wallet and Media Accounts budget balances at all times to cover the cost of the media purchases. We will not be liable for any fees, charges, or penalties incurred due to insufficient funds in the Wallet or the Media Accounts budget balances. 

Users acknowledge and agree that they will not use the Media Account Funding Service to purchase any media that violates Our terms of service, any applicable laws or regulations, or any third-party rights. We reserve the right to refuse or cancel any media purchase that We determine to be in violation of Our terms of service or any applicable laws or regulations.

By using the Media Account Funding service, users agree to indemnify and hold Us harmless against any and all claims, damages, or expenses arising from or related to their use of the service, including any media purchases made through the service. Users also acknowledge and agree that We will not be liable for any damages or losses resulting from the use of the Media Account Funding service, including but not limited to any loss of revenue or profits.

(g) Recommendations and best practices 

Some of Our Apps may provide recommendations and best practices regarding Media Account, product feed or other digital asset management, based on advanced algorithms and publicly available knowledge bases. However, it is important to note that these recommendations should not be considered as a substitute for professional advice or personalized guidance. Therefore, You should use your discretion and judgment when relying on the recommendations and best practices provided by the Apps, and seek professional advice if necessary.

(h) Alerts 

While We use advanced algorithms and systems to ensure the accuracy and relevance of Our Apps’ alerts, it is important to note that the alerts may not always be 100% accurate and may have false negative or false positive alerts. It is therefore important that You use your discretion and judgment when relying on the alerts provided by the Apps. Furthermore, Platforms alerts should be activated as a parallel precautionary measure whenever possible.

False negative refers to a situation in which the Alerter App indicates that something is negative, when in fact it is positive. This means that the App has falsely detected an error that is not actually there. A false positive refers to a situation in which the App falsely ignores an error. In other words, the App suggests something is positive when it actually has an error.

(i) Forecasts

Some of Our Apps may provide forecasts and predictions regarding various account metrics, such as ad-spend, conversions, conversions value, ROAS, cost per conversion and others, based on advanced algorithms and systems. However, it is important to note that these forecasts and predictions are provided for informational purposes only, and should not be considered as a guarantee of future performance.

While We use Our best efforts to ensure the accuracy and reliability of Our forecasts and predictions, it is very possible that they may not always be accurate or reliable, and that the actual results may be affected by various factors beyond Our control. Therefore, You should use your discretion and judgment when relying on the forecasts and predictions provided by the Apps, and not make any business decisions solely based on them.

(j) Reporting and analysis 

Our Apps may provide reporting and analysis tools to help users track and understand their advertising performance on various Platforms. These reports are generated based on the data available at the time of report generation, and may not reflect real-time or up-to-date information.

While We make every effort to ensure the accuracy and reliability of Our reports, it is possible that errors, inaccuracies, or other discrepancies may occur due to factors beyond Our control, such as third-party data sources, Platform’s APIs, and others. Therefore, We cannot guarantee the accuracy, completeness, relevance, or reliability of Our reports, and We cannot be held liable for any inaccuracies, errors, or omissions in the information presented in the reports.

Users should use their own discretion and judgment when relying on the information provided in the reports and should verify any information before making any business decisions based on the reports. We strongly recommend that users closely monitor their advertising performance on the Platforms and seek professional advice if necessary.

By using Our Apps, You agree to indemnify and hold Us harmless against any and all claims, damages, or expenses arising from or related to the use of Our reports, including any reliance on the information presented in the reports.

(k) Scores, grades, or ratings 

Some of Our Apps may provide scores, grades, or ratings regarding various metrics, such as Apps usage, best practices implementations, account optimization and others, based on advanced algorithms and systems. However, it is important to note that these scores, grades, or ratings are provided for informational purposes only, and should be used as a tool to aid in decision-making rather than a definitive measure of performance or quality.

You should always use your discretion and judgment when relying on the scores, grades, or ratings provided by the Apps, and not make any business decisions solely based on them.

(l) Coupons Limitations

Some of Our Apps may offer Coupons as part of the Media Accounts Opening or Linking process. However, the availability and eligibility of these Coupons cannot be guaranteed by the Company nor does it have an obligation to provide such Coupons. Please note that actions such as linking your Ad Accounts and undertaking mandatory steps to apply for a Coupon do not guarantee the acceptance or approval of a Coupon by themselves.

To be eligible for a Coupon, the account must meet certain criteria, including but not limited to: having no other promotions applied, being billed to a country where the Platform promotional offers are available, being a new advertiser to the Platform, being linked to the Company Manager Account, meeting a specific Platform’s ad-spend threshold, and having been created within a relevant time period. Please note that the timeline for receiving the Coupon cannot be guaranteed by the Company, as this process may take more than 30 days to complete and depend on each Platform terms and conditions.

Users should refer to the Platform’s promotional codes policy page for additional terms and conditions. By using a Coupon, users agree to be bound by the Company Terms and Conditions, as well as any additional terms and conditions specified by the Platform.

(m) Media Account Opening and Linking Disclaimer 

Documentation and Compliance: The User shall provide all necessary documentation and information as required by the relevant Platforms for Media Account Opening and Linking. The User shall ensure full compliance with all applicable laws, regulations, and guidelines related to Media Accounts, including but not limited to, intellectual property rights, advertising standards, and data privacy.

Limitations: While We make every effort to ensure that the Media Account Opening and Linking process goes smoothly and completed successfully without any issues, it is important to note that this process can be affected by various factors beyond Our control. These factors may include but are not limited to internal Platform policies and limitations, technical issues, or other unforeseen circumstances. As a result, We cannot guarantee a completely seamless experience or a successful outcome at all times. 

Furthermore, to maintain the stability of the Media Accounts and follow the Platforms best practices, the Company reserves the right to limit Media Account Opening or Linking using various means, including but not limited to daily caps and limitations and limitations based on the User account suspension metrics.

Liability: The Company shall not be liable for any losses, damages, or liabilities arising from the User’s use of Media Accounts Opening or Linking, including but not limited to, account suspension, account spend limitation, account access limitation, content or assets suspension, or any other actions by the relevant Platforms. The User shall indemnify and hold the Company harmless from any claims or damages arising from the Client’s use of the Media Accounts Opening and Linking or related Services.

(n) AI Models

Some of Our Apps may utilize OpenAI AI models or other advanced AI models (collectively, “AI Models”) for different tasks including, but not limited to, text enrichment, text creation, or text classification for different advertising assets such as Website content, ad creatives, ad extensions, product feeds, and other assets.

Although the use of AI Models can enhance the content of your advertising assets, it is essential to recognize that AI Models have limitations that may result in the presentation of misleading or biased information, as well as raise legal and ethical concerns. Therefore, it is crucial that You use your discretion and judgment when relying on AI Models.

Misinformation: The User acknowledges that AI Models used in the Apps may generate plausible but false information. Users agree to use the information generated by the Apps with caution. The Company can not guarantee the accuracy or reliability of the information generated by AI Models.

Bias: The user acknowledges that AI Models used in the Apps may replicate biases that exist in the training data. Users agree to use the information generated by the Apps with caution and to critically evaluate any AI generated text. 

Legal and ethical issues: The User acknowledges that the use of AI Models raises legal and ethical issues related to intellectual property, data ownership, and accountability. Users agree to use the Apps in compliance with all relevant laws and regulations, including those pertaining to intellectual property and data protection. Users also agree to take responsibility for the use of any information generated by the Apps, including obtaining any necessary permissions or licenses.

12. Third Party Services

Through the Service, the Company may provide access to software, applications, and/or services that are provided and licensed by third parties (“Third-Party Services”). The use of Third-Party Services within or in conjunction with the Service is subject to the applicable licenses, terms of use, and conditions set forth by the respective third parties. In the absence of specific third-party license agreements, the restrictions outlined in this agreement shall apply to all Third-Party Services, with necessary modifications. Please note that any use of Third-Party Services is provided on an “as-is” basis, and the Company disclaims any warranty or representation regarding such use.

Additionally, the Website or the Services may include links to websites that are not operated by the Company (“Third-Party Websites”). The Company does not assume any responsibility or liability for such Third-Party Websites, including their content, information presented therein, privacy policies, etc. Any use of Third-Party Websites or reliance on the information contained within is entirely at the User’s own discretion, risk, and responsibility. The Company shall not be liable in any way for any damages of any kind resulting from or connected to the use of Third-Party Services and/or Third-Party Websites.

13. Help Resources

The Company provides a variety of Help Resources, including but not limited to, help articles, support tickets, human or AI-based chat support, instructional videos, and other resources (“Help Resources”).

While the Company makes considerable efforts to ensure that these Help Resources are accurate, comprehensive, and up-to-date, the Company cannot guarantee their absolute accuracy or completeness. The Help Resources are provided for general guidance and are not intended to replace your own discretion.

The User acknowledges and agrees that the use of these Help Resources is at their own risk and discretion. The Company will not be held responsible for any action taken based on the information provided in these Help Resources.

The Company reserves the right, at its sole discretion, to change, modify, add or remove content from these Help Resources without any notice. 

14. Intellectual Property Rights

The Company owns or licenses all rights and title to the Service and its content, including software, graphics, text, trademarks, copyrights, and logos (excluding User-provided trademarks, service marks, and logos). These rights are protected under Israeli laws, foreign laws, and international conventions.

We take intellectual property rights seriously. If You believe that any content on Our Platform infringes your copyrights or trademarks, please notify Us promptly with the relevant details. We will investigate the claim and take appropriate action in accordance with applicable laws and regulations.

15. Disclaimer of Warranties

(a) The Company may offer certain Services free of charge (“Free Services”). The Free Services are provided on an “as-is” basis. The Company makes no warranties, either expressed or implied, as to the reliability, functionality, or availability of these Free Services. The User acknowledges and agrees that the use of these Free Services is at their own risk and discretion. The Company will not be held liable for any damages or loss of data resulting from the use or inability to use these Free Services. The Company reserves the right to modify, suspend, or discontinue these Free Services at its discretion and without any notice.

(b) The Company, its officers, directors, shareholders, employees, consultants, agents, and affiliates (“Company Indemnities”) disclaim all warranties, whether express or implied, regarding the Website (including the communities and the advisors, and any information or advice provided therein, and the results thereof), the Services, and their use, including correctness, accuracy, reliability, merchantability, fitness for a particular purpose, or any other warranty. Additionally, the Company expressly disclaims any warranty regarding the level of success You may achieve by using the Services. You acknowledge and agree that there is no guarantee of performance, and the Company accepts no responsibility for non-improvement, diminution, or failure in performance resulting from the use of the Services.

(c) The Company and the Company Indemnities assume no liability or responsibility for (i) any unauthorized access to or use of the Company’s secure servers, personal information, or financial information stored therein; (ii) any interruption or cessation of transmission to or from the Service; (iii) any bugs, viruses, trojan horses, or similar harmful elements transmitted to or through the Website and the Service by any third party or user; or (iv) any errors or omissions in any content or any loss or damage incurred as a result of the Services or the use of any content posted, emailed, transmitted, or otherwise made available via the Website or the Service.

(d) The Company and the Company Indemnities disclaim all warranties, express or implied, regarding any Third-Party Services, third-party content, and Third-Party Websites accessible or available through the Company’s Website or Service, including those made available in or through campaigns managed by the Company’s Service. The Company makes no warranties or representations, express or implied, regarding the legality, non-infringement, correctness, accuracy, reliability, merchantability, fitness for a particular purpose, or any other aspect of third-party content, and shall not be liable or responsible for any losses or damages whatsoever arising from third-party content.

(e) The Company does not warrant, endorse, guarantee, or assume responsibility for, nor is it a party to, any transaction involving (i) any product or service related to digital marketing through the Service, or (ii) the content of any digital marketing through the Services, including any hyperlinked or featured content in any banner or other advertising managed through the Service.

16. Limitation of Liability

WITHOUT DEROGATING FROM ANY OTHER LIMITATION OF LIABILITY EXPRESSLY SET FORTH HEREIN UNDER THESE TERMS OF USE, IN NO EVENT SHALL THE COMPANY AND COMPANY INDEMNITIES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL LOSSES, DAMAGES OR LIABILITIES WHATSOEVER, INCLUDING INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM THE USE OF, THE VISIT IN, THE WEBSITE AND THE SERVICES HEREIN, INCLUDING OF MEDIA ACCOUNTS OPENING OR LINKING (INCLUDING BUT NOT LIMITED TO ACCOUNT SUSPENSION, ACCOUNT SPEND LIMITATION, ACCOUNT ACCESS LIMITATION CONTENT OR ASSETS SUSPENSION OR ANY OTHER ACTION TAKEN OR NOT TAKEN BY THE RELEVANT PLATFORM AND/OR RESULTING FROM USER’S ENGAGEMENT WITH ANY THIRD PARTY AND/OR THE USE OF USER OR RELIANCE OF USER ON ANY THIRD PARTY CONTENT (AS DEFINED ABOVE), WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH LOSSES, DAMAGES OR LIABILITIES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION. IN THE EVENT THAT NOTWITHSTANDING THE FOREGOING, COMPANY IS FOUND LIABLE FOR LOSSES AND/OR DAMAGES OF ANY KIND IN CONNECTION WITH THE WEBSITE, SERVICES AND/OR THESE TERMS OF USE, IN NO EVENT SHALL SUCH LIABILITY EXCEED THE FEES PAID TO THE COMPANY BY THE USER IN RELATION TO THAT CERTAIN CAMPAIGN THAT IS THE SUBJECT MATTER OF THE CLAIM, OR IF NO SINGLE CAMPAIGN IS SO APPLICABLE, THEN COMPANY’S LIABILITY SHALL NOT EXCEED THE FEES PAID BY USER TO COMPANY DURING THE SIX (6) MONTHS PRECEDING THE EVENT, WHICH IS THE SUBJECT MATTER OF SUCH CLAIM. YOU AND THE COMPANY AGREE THAT ANY CLAIM BASED ON CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE SERVICE, WHETHER IN CONTRACT, IN TORT OR IN GENERAL UNDER APPLICABLE LAW, MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION OCCURS. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED. COMPANY MAKES NO REPRESENTATIONS THAT THE SERVICE IS LEGALLY OR OTHERWISE APPROPRIATE OR AVAILABLE FOR USE IN YOUR LOCATION. THOSE WHO ACCESS OR USE THE SERVICE MAY DO SO AT THEIR OWN FREE WILL AND ARE RESPONSIBLE FOR COMPLIANCE WITH LOCAL LAWS.

17. Indemnity

You agree to defend, indemnify, and hold harmless the Company and Company Indemnities from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) Your violation of any term of these Terms of Use; (ii) Your violation of any third party right, including without limitation any copyright, trademark, property, or privacy right, while using the Services or in connection thereto.

This obligation for defense, indemnification, and holding harmless shall survive the termination or expiration of these Terms of Use and Your use of the Services.

18. General

Any claim or dispute arising from or in connection with the Website, Services, or these Terms of Use, brought by You against the Company or by the Company against you, shall be subject to the exclusive jurisdiction of the competent courts of Tel Aviv, Israel. This applies without giving effect to rules of conflict of laws. The Company, at its sole and exclusive discretion, may choose to bring a claim or dispute against You in either the competent courts of Tel Aviv, Israel, or the jurisdiction of the competent courts at your domicile. The interpretation of these Terms of Use by such courts shall be in accordance with and subject to the laws of the State of Israel. Counterclaims may only be filed in the court that already has jurisdiction over the initiating party’s action.

You acknowledge and agree that the Services provided herein are considered as being provided by a passive Website, and they do not establish personal jurisdiction over the Company in any jurisdiction.

If any provision of these Terms of Use is deemed invalid by a court of competent jurisdiction, the invalidity of that provision shall not affect the validity of the remaining provisions, which shall remain in full force and effect.

No waiver of any term of these Terms of Use shall be deemed a further or continuing waiver of that term or any other term. The Company’s failure to assert any right or provision under these Terms of Use shall not constitute a waiver of such right or provision.

The Company reserves the right to amend and/or update these Terms of Use at any time and without notice. Your continued use of the Services following any amendment will signify your acceptance of the revised terms.

These Terms of Use, along with any rights granted hereunder, may not be transferred or assigned by You but may be assigned by the Company without restriction, including any claims the Company may have against any user.

For any questions, please contact Us at:

Adcore Inc. 100 King St W, Suite 1600, Toronto, Ontario M5X 1G5  Email: [email protected].

19. User Feedback and Suggestions.

We appreciate User feedback and suggestions regarding Our Services. If You have any comments, ideas, or encounter any issues, please don’t hesitate to contact Us at [email protected]. We will carefully consider and address your feedback to enhance the quality and functionality of Our Platform.