Terms of Service

01Agreement to these terms

By accessing or using the Services, you agree to be bound by these Terms, our Privacy Policy, Cookie Policy and Advertising Policy, each of which is incorporated by reference. If you do not agree, you must not access or use the Services.

We may provide additional terms for specific features or campaigns; where they conflict with these Terms, the additional terms apply to that feature or campaign.

02Definitions

In these Terms:

• "Advertiser" means any person or organisation that books, creates or runs advertising through the Services.
• "Developer" means any person or organisation that integrates our SDK or API.
• "Content" means creatives, copy, data and other materials you submit to the Services.
• "Account" means the account you create to access the platform.

03Eligibility and accounts

You must be at least the age of majority in your jurisdiction and capable of forming a binding contract to use the Services. You are responsible for the accuracy of your account information and for keeping your credentials and API keys confidential.

You are responsible for all activity that occurs under your account, and you must notify us promptly of any unauthorised use or security incident.

04Our services

We provide a real-time advertising platform, a network of out-of-home screens, multi-platform distribution, and developer tools including an SDK and API. We may add, change, suspend or remove features at any time, and we may set limits on use of the Services.

We do not guarantee that any particular reach, result, fill rate or performance will be achieved, unless expressly agreed in writing.

05Acceptable use

You agree not to:

• Use the Services for any unlawful, harmful, fraudulent or deceptive purpose.
• Infringe the intellectual property, privacy or other rights of any third party.
• Interfere with, disrupt or attempt to gain unauthorised access to the Services or related systems.
• Reverse engineer, scrape or misuse the SDK, API or platform except as expressly permitted.
• Transmit malware, or attempt to circumvent security, rate limits or usage controls.

06Advertiser responsibilities

Advertisers are solely responsible for the Content they submit and the campaigns they run. You represent that you hold all necessary rights, licences and consents, that your Content is accurate and lawful, and that it complies with our Advertising Policy and all applicable laws and industry standards. We may review, reject or remove any Content or campaign that does not comply.

07Developer terms, SDK and API

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable licence to use our SDK and API solely to integrate and use the Services. You must keep API keys secure, comply with documentation and rate limits, and not use the SDK or API to build a competing service.

We may modify, version or deprecate the SDK and API, and we will use reasonable efforts to provide notice of breaking changes.

08Bookings, pricing and payment

Pricing for campaigns and services is as agreed in your order, booking or the platform. Unless stated otherwise, fees are exclusive of taxes, which you are responsible for. You agree to pay all undisputed amounts by the due date.

We may suspend delivery or access where payments are overdue, subject to applicable law.

09Cancellations and refunds

Cancellation and refund terms depend on the campaign type and any separate order or insertion agreement. Where a campaign has begun delivering, fees for delivered impressions are generally non-refundable. We will set out specific cancellation terms in your order where applicable.

10Intellectual property

The Services, including all software, technology, designs, text, graphics and the Bright Face Ads brand, are owned by Bright Face Ads or its licensors and are protected by intellectual-property laws. Except for the rights expressly granted in these Terms, no rights are transferred to you.

11Your content and licence to us

You retain ownership of the Content you submit. You grant us a worldwide, non-exclusive, royalty-free licence to host, store, reproduce, adapt (for formatting and delivery) and display your Content solely as needed to provide the Services and deliver your campaigns. You are responsible for keeping your own copies of your Content.

12Third-party services

The Services may connect with third-party platforms such as Meta, Google and Eskimi. Your use of those platforms is subject to their own terms and policies, and we are not responsible for their availability, acts or omissions. You are responsible for complying with the requirements of any third-party platform you use through the Services.

13Confidentiality

Each party may receive confidential information of the other. The receiving party will protect it with reasonable care, use it only to perform under these Terms, and not disclose it except to those who need to know and are bound by similar obligations, or where required by law.

14Data protection

Our handling of personal information is described in our Privacy Policy. Where we process personal information on your behalf in connection with the Services, the parties will comply with applicable data-protection law and, where required, enter into a separate data-processing agreement.

15Service availability and changes

We aim to keep the Services available and reliable, but we provide them on an "as available" basis and do not warrant uninterrupted or error-free operation. We may carry out maintenance and may change or discontinue parts of the Services, using reasonable efforts to limit disruption.

16Disclaimers

To the maximum extent permitted by law, the Services are provided "as is" and "as available" without warranties of any kind, whether express, implied or statutory, including implied warranties of merchantability, fitness for a particular purpose and non-infringement. We do not warrant any specific advertising outcome.

17Limitation of liability

To the maximum extent permitted by law, neither party will be liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue, data or goodwill. Our total aggregate liability arising out of or relating to the Services will not exceed the amounts you paid to us for the Services giving rise to the claim in the twelve months before the event. Nothing limits liability that cannot be limited by law.

18Indemnification

You agree to indemnify and hold harmless Bright Face Ads and its affiliates, officers and employees from claims, damages, liabilities and reasonable costs (including legal fees) arising from your Content, your campaigns, your use of the Services or your breach of these Terms or applicable law.

19Suspension and termination

We may suspend or terminate your access to the Services, in whole or in part, if you breach these Terms, fail to pay, create risk or legal exposure, or where required by law. You may stop using the Services at any time. Provisions that by their nature should survive termination will continue to apply.

20Governing law and disputes

These Terms are governed by the laws of the jurisdiction of the registered Bright Face Ads legal entity, to be confirmed, without regard to conflict-of-laws rules. The parties will first attempt to resolve any dispute in good faith; failing that, disputes will be submitted to the competent courts of that jurisdiction, unless mandatory law provides otherwise.

21General terms

The following also apply:

• Entire agreement, these Terms and the documents they reference are the entire agreement between us regarding the Services.
• Severability, if any provision is held invalid, the remaining provisions remain in effect.
• Assignment, you may not assign these Terms without our consent; we may assign them as part of a reorganisation or sale.
• Waiver, failure to enforce a provision is not a waiver of it.
• Notices, we may provide notices by email or through the Services.

22Contact

Questions about these Terms can be sent to hello@brightfaceads.com.