General Terms and Conditions


V.02-10.03.2019

When You (the Client) execute Adnovation form, or otherwise register in Adnovation form website and contracts online an Adnovation fix or revenue share plan, You acknowledge and agree, and undertake to comply with, this Adnovation General Terms and Conditions (the Terms and Conditions) (hereinafter, this Terms and Conditions, together with the ADNOVATION FORM or the ADNOVATION ONLINE REGISTRATION FORM, the Agreement). In case of contradiction between these Terms and Conditions and the ADNOVATION FORM, the ADNOVATION FORM shall prevail.

The Agreement applies to, and governs, Your use of ADNOVATION and the services provided by ADNOVATION.

In this Agreement, We, Us, or Our refers to ADNOVATION, and You or Your refers to Client, as both are identified in ADNOVATION FORM or the ADNOVATION ONLINE REGISTRATION FORM. You and We can be jointly referred herein as the Parties, and each a Party.

In this Agreement AGREEMENT FORM means ADNOVATION FORM or ADNOVATION ONLINE REGISTRATION FORM, indistinctly.

Questions about this Agreement may be directed to: support@adnovation.com


1. ADNOVATION

ADNOVATION TRACKER is a web-based application of traffic analysis.

By integrating ADNOVATION TRACKER tool You acknowledge and agree that Your traffic will be redirected to Us for data analysis and potential fraud detection, and visitors will be redirected by Us to Your offers. You hereby agree and undertake to report ADNOVATION automatically and in any case on a daily basis, the complete and accurate conversions of Your campaigns and offers managed through ADNOVATION TRACKER by means of the relevant post-backs.

We TRACK and ANALYSE the data redirected from Your traffic and conversions, through ADNOVATION TRACKER tool which integrates Our own technology and stores all data received. Provided data will be stored / used to identify abnormal traffic or platform anomalies. A technical integration needs to be done on client (Your) side according to the technical instructions that will be provided by US.

We TRACK and ANALYSE the data redirected from Your traffic and conversions, through ADNOVATION TRACKER tool which integrates Our own technology and stores all data received. Provided data will be stored / used to identify abnormal traffic or platform anomalies. A technical integration needs to be done on client (Your) side according to the technical instructions that will be provided by US.


2. DEFINITIONS

Capitalized terms used in this Agreement and defined herein are incorporated by reference into ADNOVATION TRACKER FORM and ADNOVATION ONLINE REGISTRATION FORM. Capitalized terms defined in ADNOVATION TRACKER FORM or ADNOVATION ONLINE REGISTRATION FORM but not defined in this Terms and Conditions are incorporated by reference herein.


3. YOUR ACCOUNT

You assume sole responsibility for maintaining the confidentiality and security of the username and password used to manage Your account. You agree to assume sole responsibility for all activities that occur under Your account or via use of Your password.


4. LICENSE

We hereby grant You a limited, non-exclusive, non-transferable, non-sublicensable and revocable license to access, use and implement ADNOVATION TRACKER services to Your offers and traffic, subject to the terms of this Agreement (the User License). The User Licenses do not include or authorize any resale or commercial use of ADNOVATION TRACKER, or any derivative tool, program or service.


5. PRICE AND PAYMENT


5.1. PRICE

By executing the AGREEMENT FORM You have acquired an ADNOVATION TRACKER PLAN.

Each ADNOVATION TRACKER PLAN conditions (including price, monthly events included, price per extra monthly event) are established in the AGREEMENT FORM.

Amounts included in the AGREEMENT FORM are VAT (and other applicable taxes) excluded. You are responsible for paying any and all applicable taxes, in accordance with the prevailing applicable laws.

All amounts set out in this Agreement will be payable in euros.

Prices paid under this Agreement are non-refundable.

You acknowledge that ADNOVATION TRACKER PLAN prices may be amended from time to time. In case of modification of ADNOVATION TRACKER PLAN prices, ADNOVATION will communicate said modification to You at least three (3) months in advance. In case You are no longer interested in ADNOVATION TRACKER PLAN, You will be able to terminate the Agreement by giving ADNOVATION 30 days prior notification, as established in section 7.


5.2. PAYMENT TERM

ADNOVATION TRACKER PLAN will be invoiced by Us and paid by You monthly in advance, during the first 10 calendar days of each month. Payments will be due on invoice date, and will be paid by you as per the payment method specified in the AGREEMENT FORM.

Overages will be invoiced by Us in arrears, within the first 10 calendar days of the following month, and payment will be due on invoice date.

Failure to use Your Account or ADNOVATION TRACKER services does not constitute a basis for You refusing to pay the amounts and fees established in the Agreement. You are responsible for all payments incurred on or before the effective date of termination of this Agreement, even if the relevant amounts do not become due and payable until after the effective date of termination.


5.3. PAYMENT METHOD

Except as otherwise set forth in the AGREEMENT FORM, payments due hereunder will be billed to Your bank account number or credit card and You hereby authorize the card issuer to pay all such amounts and authorize ADNOVATION (or its billing agent) to charge the bank account number or credit card account until You or ADNOVATION cancels or terminates the Agreement as set forth herein; provided that if payment is not received from the credit card issuer, You agree to pay all amounts due upon Our demand. In the event payments are not received within the 10 days following ADNOVATION demand, ADNOVATION will be entitled to suspend the ADNOVATION TRACKER service, and additionally, to terminate the Agreement,

You must provide current, complete and accurate billing and credit card information. You agree to pay all costs of collection, including attorney's fees and costs, on any outstanding balance. In certain instances, the issuer of the credit card may charge a foreign transaction fee or related charges, which You shall be responsible to pay.

You are responsible for any fees associated with sending a wire transfer and for any costs or indebtedness resulting from currency exchange.


6. CHANGES IN THE CONTRACTED ADNOVATION TRACKER PLAN


6.1. UPGRADES

You can Upgrade your contracted ADNOVATION TRACKER PLAN (for a Plan with higher number of contracted events) at any time by means of written notification to ADNOVATION Account Manager. Upgrade will be effective as from Your notification and valid for the month then current. Within 10 calendar days as of Your Upgrade notification, ADNOVATION will invoice the difference between prior and new contracted ADNOVATION TRACKER PLAN.

You can Downgrade Your contracted ADNOVATION TRACKER PACK (for a Plan with lower number of contracted events) within the first fifteen days of each calendar month by means of written notification to ADNOVATION Account Manager. Downgrade will be effective from day 1 of the calendar month following Your notification.


7. TERM

This Agreement, and ADNOVATION TRACKER services will enter into force the day You execute the AGREEMENT FORM.

The Agreement is executed for an indefinite term. You will be able to terminate the Agreement within the first fifteen days of each calendar month by means of written notification to ADNOVATION Account Manager. Termination of this Agreement (and therefore, cancellation of all ADNOVATION TRACKER services) will be effective as of the last day of the calendar month during which such termination notice has been received by Us (provided that it has been received on the 30th day at the latest, otherwise termination will be effective on the last day of the following month).

ADNOVATION may terminate the Agreement at any time by giving You a TWO (2) months prior written notification.

The following sections will survive any termination of the Agreement: Disclaimer, Representations and Warranties, Limitation of Liability, Indemnification, Governing Law and Jurisdiction, Confidentiality and Miscellaneous.


8. SUPPORT

You will have access email or chat support from Our support team. All support will be provided in English or Spanish language (at Your choice).


9. DISCLAIMER

EXCEPT AS EXPRESSLY SET FORTH HEREIN, TO THE FULLEST EXTENT OF ALL APPLICABLE LAWS, THE WEBSITES (INCLUDING ALL INFORMATION THEREON), THE SOFTWARE AND THE PLATFORMS THAT IMPLEMENT OR FORM PART OF THE ADNOVATION TRACKER AND ANY TOOLS DERIVED FROM THE SAME, AS WELL AS THE SERVICES PROVIDED BY OR THROUGH ADNOVATION TRACKER, ARE PROVIDED AS A NEUTRAL HOST AND ON AN “AS IS” BASIS, AND WE DISCLAIM: (I) ALL REPRESENTATIONS OR WARRANTIES, EXPRESSED OR IMPLIED, REGARDING THE SERVICES, WEBSITES, OR OTHERWISE RELATING TO THIS AGREEMENT, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE; (II) ANY WARRANTY THAT THE PLATFORMS, OUR PRODUCT, SERVICES OR INFORMATION WILL OPERATE UNINTERRUPTED, ERROR-FREE, OR THAT THE SERVERS ARE FREE OF VIRUSES, SPYWARE, MALWARE OR OTHER HARMFUL COMPONENTS; AND (III) LIABILITY FOR ANY THIRD PARTY’S SECURITY METHODS AND PROTECTION PROCEDURES. FURTHER, WE MAKE NO REPRESENTATION OR WARRANTY WITH RESPECT TO ANY RESULTS OBTAINABLE THROUGH THE SERVICES AND/OR ADNOVATION TRACKER AND/OR ASSOCIATED PRODUCTS. YOU MUST USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES FROM ANY DOWNLOAD. NO ADVICE OR INFORMATION, WHETHER VERBAL OR WRITTEN, WE GIVE THROUGH THE PLATFORMS, WEBSITES, AND/OR OTHERWISE SHALL CREATE ANY WARRANTY, REPRESENTATION AND/OR GUARANTEE NOT EXPRESSLY STATED HEREIN.

You acknowledge and agree that there are risks associated with utilizing an Internet-based service including, but not limited to, the risk of failure of hardware, software and Internet connections, the risk of malicious software introduction, and the risk that third parties may obtain unauthorized access to information stored within Your account, including, but not limited to Your Data.


10. REPRESENTATIONS AND WARRANTIES


10.1. GENERAL REPRESENTATIONS

Each Party will make every effort to uphold the highest ethical and commercial standards.

Each Party represents and warrants to the other Party that: (i) it has the full corporate right, power and authority to enter into the Agreement and to perform the acts required of it hereunder; (ii) when executed and delivered (by means of the execution of the relevant AGREEMENT FORM), this Agreement will constitute a legal, valid and binding obligation for such Party, enforceable against the same in accordance with its terms; and (iii) it will act in accordance with all applicable laws, rules and regulations.

You represent and warrant that, in the event You are collecting Data from end users directly (including, without limitation, through Your websites or services), You have provided to such end users legally-sufficient notice (including, without limitation, by posting a legally-sufficient privacy policy that discloses Your use of the Data for marketing purposes), and have obtained any legally-required informed consent from such end users, regarding the collection, use and sharing of any such user Data. Likewise, You represent and warrant that, in the event You are obtaining Data about end users indirectly from one or more third parties (including, without limitation, Partners, ad networks, publishers, advertisers, and/or data partners), You have contractually required each such third party to provide legally-sufficient notice to end users (including, without limitation, by posting a legally-sufficient privacy policy) at the point of Data collection, and to obtain any legally-required informed consent from such end users, regarding any collection by such third party of any such user Data (including, without limitation, IP addresses, mobile device identifiers, or other identifiers).


10.2. PARTICULAR COVENANTS ON ANTI-BRIBERY

ADNOVATION is committed, in accordance with its zero-tolerance policy for bribery and corruption (the Anti Bribery and Corruption Policy), to ensure that all ADNOVATION activities and the activities of all of ADNOVATION clients, services providers, partners, affiliates, etc. comply with all applicable laws and regulations and accord to the highest principles of corporate ethics. Accordingly, You undertake, in performing Your activities under this Agreement, to comply with all applicable laws related to the fight against bribery and corruption and in particular:

You hereby agree that neither yourself (directly or through Your own advertisers and / or networks), nor Your agents or other representatives involved in Your business shall violate any applicable anti-corruption or anti-bribery laws, including the U.S. Foreign Corrupt Practices Act and United Kingdom’s Bribery Act of 2010 (the Anti-Bribery Laws), or act in a way which may result in such violation or cause other to violate Anti-Bribery Laws. To this effect it is placed on record that the Anti-Bribery Laws: (i) prohibit payments to government officials and private individuals, either directly or through intermediaries, for the purpose of obtaining or retaining business, or securing an improper business advantage; (ii) require the maintenance of complete and accurate books, records, invoices and other documents concerning payments and expenses which reflect in reasonable detail the character and amount of such expenditures and the transactions to which they relate; and (iii) prohibit use of any funds that are not fully accounted for, including “off book” accounts.

You hereby represent, warrant and coven that, in connection with the Agreement or any other transactions or actions involving or benefiting ADNOVATION, neither You nor any of Your agents or other representatives will make or promise to make, have ever made, or have ever agreed or promised to make, any payments or transfer any gifts, valuables, property, benefits, or anything of value, directly or indirectly, to: (а) any governmental officials or employees (including representatives of state-owned and state-controlled corporations), (b) any political parties or their officials or candidates, or (c) any other person or entity, if such a payment or transfer could violate the Anti-Bribery Laws. You shall not offer, promise, give, authorize, solicit or accept any undue amount or other advantage related to any prospective leads, impressions, clicks, acquisitions, installations, registrations, or payments (made under this Agreement or otherwise).

Upon Our request, You shall make books, records, and documents available for inspection to the extent to which they concern the services provided hereunder, provided that the inspection takes place while the Agreement is in force or within the five (5) years upon Agreement’s termination. You shall fully cooperate in any survey and/or audit that may be conducted.

You represent, warrant and coven that You have not taken or failed to take any actions which would subject ADNOVATION or its directors, employees, agents or affiliates to potential liability under the Anti-Bribery Laws.

ADNOVATION shall be entitled to immediately terminate this Agreement (at any time and without prior notice) if We determines, in Our sole discretion, that any of Your activities do not fully comply with the Anti-Bribery Laws or ADNOVATION Anti Bribery and Corruption Policy.


10.3. PARTICULAR COVENANTS ON ANTI-MONEY LAUNDERING

ADNOVATION is committed, in accordance with its zero-tolerance policy for money laundering and terrorism financing (the Anti-Money Laundering and Counter-Terrorism Financing Compliance Policy), to ensure that funds related to, or derived form, ADNOVATION activities are not derived from criminal activity or other non-legal or non-legitimate means. Accordingly, You hereby declare that You are also committed to preventing money laundering by having proportionate and effective anti-money laundering systems and processes in place. ADNOVATION shall be entitled to immediately terminate this Agreement (at any time and without prior notice) if We determine, in Our sole discretion, that any of Your activities do not fully comply with ADNOVATION Anti-Money Laundering and Counter-Terrorism Financing Compliance Policy.


10.4. NO-IMPLIED REPRESENTATIONS AND WARRANTIES

EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT, NEITHER PARTY MAKES ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND (EITHER IN FACT OR BY OPERATION OF LAW), OR STATUTORY, AS TO ANY MATTER WHATSOEVER. ALL OTHER IMPLIED CONDITIONS, REPRESENTATIONS AND WARRANTIES ARE HEREBY EXCLUDED TO THE EXTENT ALLOWED BY APPLICABLE LAW. EACH PARTY EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY, ACCURACY, TITLE, AND NON-INFRINGEMENT. NEITHER PARTY SHALL MAKE OR PASS ON ANY REPRESENTATION OR WARRANTY ON BEHALF OF THE OTHER PARTY TO ANY THIRD PARTY.


11. LIMITATION OF LIABILITY

IN NO EVENT SHALL YOU OR WE BE LIABLE FOR ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE) OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF OR INABILITY TO USE ADNOVATION TRACKER AND THE SERVICES INCLUDED IN THIS AGREEMENT

IN NO EVENT SHALL ADNOVATION BE LIABLE FOR ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE ON ANY INFORMATION OBTAINED BY USING THE SERVICES, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM A FORCE MAJEURE EVENT, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO COMPANY RECORDS, PROGRAMS OR SERVICES.

TO THE EXTENT PERMITTED BY LAW, THE TOTAL AND MAXIMUM AGGREGATE LIABILITY OF ADNOVATION ARISING FROM THE AGREEMENT FOR ALL CLAIMS (REGARDLESS THE FORM OF ACTION) WILL BE LIMITED TO THREE MONTHS FEE OF THE CONTRACTED ADNOVATION TRACKER PLAN.

IN NO EVENT ADNOVATION WILL BE LIABLE TOWARDS THIRD PARTIES DIFFERENT FORM YOU.

THE FOREGOING LIMITATIONS ARE FUNDAMENTAL TO THE ENTERING INTO THIS AGREEMENT BY ADNOVATION. YOU DECLARE, ACKNOWLEDGE AND ACCEPT THAT IT IS FAIR AND REASONABLE FOR US TO RELY ON THE FOREGOING LIMITATIONS FOR THE EXECUTION OF THIS AGREEMENT AND PROVISION OF THE SERVICES HEREUNDER.


12. INDEMNIFICATION


12.1. CLAIMS AGAINST YOU

We, at Our own expense (and subject to the limitations established in section 11 above), will defend, indemnify and hold You and Your directors, officers, employees, shareholders and representatives harmless against any losses, damages, liabilities, penalties, costs and expenses, including without limitation reasonable attorneys’ fees, and pay any settlement amounts or awarded damages arising out of any third party claim, suit or action to the extent that such claim, suit or action is based upon an allegation that: (i) Our performance of any of Our obligations contemplated under this Agreement infringes third party rights(including, without limitation, intellectual property rights); or (ii) We have materially breached any of Our obligations, representations or warranties hereunder. The foregoing obligations are conditioned on You promptly notifying Us in writing of such claim.


12.2. CLAIMS AGAINST US

You, at Your own expense (and subject to the limitations established in section 11 above), will defend, indemnify and hold Us and Our directors, officers, employees, shareholders and representatives harmless against any losses, damages, liabilities, penalties, costs and expenses, including without limitation reasonable attorneys’ fees, and pay any settlement amounts or awarded damages arising out of any third party claim, suit or proceeding, to the extent that such claim, suit or action is based upon an allegation that: (i) Your performance of any of Your obligations contemplated under this Agreement infringes any rights of any third party (including, without limitation, any trade secret, trademark, copyright, or patent or other intellectual property right of any third party, privacy rights or publicity rights); or (ii) You have breached any of Your obligations, representations or warranties hereunder. The foregoing obligations are conditioned on Us promptly notifying You in writing of such claim.

It is expressly placed on record that in no event You will be entitled to suspend or retain payments in case a claim is brought against ADNOVATION, being all payments accrued from this Agreement due and payable in the terms of clause 5.


13. GOVERNING LAW AND JURISDICTION

The Agreement between the Parties is governed by and interpreted (without giving effect to conflict of laws principles) in accordance with the Spanish law.

The Parties expressly submit any disputes arising in connection with the validity, interpretation or performance of the Agreement, to the jurisdiction of the courts of the city of Barcelona, waiving any other jurisdiction which may correspond to them.


14. DATA PROTECTION

Each of the Parties hereby represents and warrants it is in compliance with the Data Protection regulations applicable to the same (including EU regulations in force on the protection of natural persons with regard to the processing of personal data and on the free movement of such data), and that it has complied with all the terms, requirements, proceedings and regulations required to collect personal data (by whatever means), taking into account the foreseen use of the same.

Clients are obliged to inform their users about the option to reject analytics / tracking according to the respective data protection laws of the country. Where applicable users must have the option to opt out of analytics / tracking.


15. SUSPENSION

Notwithstanding any of the provisions of this Agreement, We reserve the right to immediately suspend Your use of the ADNOVATION TRACKER where We believe that: (a) You breached this Agreement; or (b) You or Your partners are conducting commercial activities that are not fully compliant with all applicable local, state and federal laws and regulations.


16. CONFIDENTIALITY

The Parties agree that they shall not disclose to third parties and shall keep strictly confidential (i) any information or material in connection with the Agreement (including information contained in the AGREEMENT FORM, and specifically including pricing terms); (ii) any information or material provided by the other Party, its Account Manager, employees or collaborators during the course of the commercial relationship between the Parties, save for to the extent required in order to execute the services described herein or in the event such information is required by a competent tribunal or authority. In particular, the Parties shall adopt the necessary safety measures and procedures to protect the confidential nature of said information, in accordance with laws regulating intellectual property and protection of personal data.

These obligations shall remain in force indefinitely even after the commercial relationship between the Parties has terminated.


17. MISCELLANEOUS


17.1. LICENSE

You agree that ADNOVATION may include Your name (including any trade name, trademark, service mark and logo) on ADNOVATION clients or users list and in its marketing materials and sales presentations and provide ADNOVATION with the license to use its trade names, trademarks, service marks and logo for the purpose hereof.


17.2. OWNERSHIP

ADNOVATION TRACKER and all content, including, without limitation, entire or partial algorithms, code and code segments, trading strategies, data transformations, data analysis and manipulation functions, tools, software, data, databases, text, messages, images, graphics, video files, audio files, ideas and other information and materials, and the selection and arrangement thereof, are Our proprietary property or are licensed to Us and are protected by the Spanish regulations and international intellectual property laws. Any use, copying, redistribution and/or publication of any part of ADNOVATION TRACKER, other than as authorized by this Agreement or expressly authorized in writing by Us, is strictly prohibited. In addition, the look and feel of the ADNOVATION TRACKER, Platforms and Websites is part of Our Intellectual Property Rights and may not be copied, imitated or used, in whole or in part, without Our prior written permission. You do not acquire any ownership rights to the Platforms or any of Our materials made available by and through the ADNOVATION TRACKER website, platform, software, or services, and We reserve all rights not expressly granted in this Agreement.


17.3. FORCE MAJEURE

Other than for payment obligations arising hereunder, the Parties agree that neither You nor We will be liable for failure to perform caused by acts of God, fires, explosions, telecommunications, Internet or network failure, results of vandalism or computer hacking, storm or other natural occurrences, national emergencies, insurrections, riots, wars, strikes or other labour difficulties, or any act or omission of any other person or entity. You or We will give Us or You notice and will use commercially reasonable efforts to minimize the impact of any such event.


17.4. SEVERABILITY AND SURVIVABILITY

If any provision or any portion of any provision of this Agreement is held to be invalid or unenforceable for any reason, such determination shall not affect the validity or enforceability of the remaining provisions hereof.


17.5. MODIFICATION OF THE AGREEMENT

ADNOVATION reserves the right to modify, from time to time and in its sole discretion these Terms and Conditions. In case of modification of these Terms and Conditions, ADNOVATION will communicate said modification to You. The notified modification shall be deemed accepted by You provided that You continue using the ADNOVATION TRACKER services. In case You communicate Us Your disagreement with the reviewed Terms and Conditions, We will be entitled either to terminate the Agreement (such termination shall be effective in three months upon communication.


17.6. DATA, PRIVACY, RETENTION AND RESTRICTED DATA

Client owns, and retains all right, title and interest in Data. Data may contain personally-identifiable information. ADNOVATION shall not transfer Data to third parties except as set forth in this Agreement or as directed by Client. Client represents and warrants that Client is permitted to collect, use and transfer Data through the Services

Any personally identifiable information or Personal Data, as such term is defined under the EU General Data Protection Regulation 2016/679 (“GDPR” and “Personal Data” respectively) provided to ADNOVATION on Client’s behalf, if any, and the processing thereof, shall be governed under the terms and conditions set forth in the ADNOVATION Data Processing Agreement (“DPA”) effective as of May 25 2018. ADNOVATION shall provide prior notification to Client in writing (email is sufficient) upon any material change to the DPA. Except where explicitly agreed otherwise in writing, signed on behalf of the Parties, the DPA is an integral part of this Agreement. Unless otherwise explicitly agreed in writing by the Parties, it is agreed and acknowledged that with respect to any personally-identifiable information and Personal Data included in the Data, Client shall be considered as the Controller and ADNOVATION shall be considered as the Processor (as such terms are defined under the GDPR and the DPA).

ADNOVATION may use aggregated anonymized data, from time to time, for analytics, improvement of the Services and internal purposes (“Aggregated Data”). Aggregated Data may include data derived from the Client’s Data, provided that Aggregated Data does not contain data solely derived from Client’s Data and does not identify or trace to Client or any of Client’s end users.

ADNOVATION publishes a privacy policy, as required under applicable law, which describes ADNOVATION collection and use of data.

ADNOVATION shall provide prior notification to Client in writing (email is sufficient) upon any material change to the privacy policy.

ADNOVATION and its agents may process Data outside of the jurisdiction of Client.

ADNOVATION is required by certain third parties to delete data they provide after a specified period of time. As such, ADNOVATION may delete Data provided by such third parties in accordance with its standard data retention policies.

Client may only provide to ADNOVATION, or otherwise have ADNOVATION (or anyone on its behalf) process, such Data types and parameters which are explicitly permitted under ADNOVATION Privacy Policy (“Permitted Controller Personal Data Types and Parameters”). Solely Client (and not ADNOVATION) shall be liable for any data which is provided or otherwise made available to ADNOVATION or anyone on its behalf in excess of the Permitted Controller Personal Data Types and Parameters (“Excess Data”). ADNOVATION´s obligations under the Agreement or the DPA shall not apply to any such Excess Data.

Without derogating from any of the obligations of Client hereunder, Client shall not provide to ADNOVATION any data regarding children, or any health, financial, or insurance data or other data subject to specific regulatory or statutory protection regimes, except as may otherwise be expressly agreed in writing between the parties and in accordance with applicable law.

We will retain your data for 3 months in order to provide you the services contained herein. If you wish to cancel Your account or request that we no longer use your information to provide you services, contact us support@adnovation.com. We will retain and use your information as necessary to comply with our legal obligations, resolve disputes, and enforce our agreements.