Customer Terms of Service

1. Structure of this Agreement

• 1.1 Definitions: Key defined terms used throughout the Agreement.
• 1.2 General Commercial Terms: Terms applicable to your use of Adscod's services.
• 1.3 Service Terms: Specific provisions regarding your use of the platform.
• 1.4 Product Disclosures: Disclosures relevant to specific Adscod services.
• 1.5 General Legal Terms: Standard contractual provisions.
• 1.6 Jurisdiction-Specific Terms: Terms that vary based on your country of residence or registration.

2. Definitions

3. General Commercial Terms

• 3.1 Right of Access and Use: We grant you a limited, non-exclusive, non-transferable right to use Platform Services while your account remains active and compliant with this Agreement.
• 3.2 Affiliates and Sub-users: You may allow Affiliates and team members to use the Platform on your behalf. You remain responsible for their conduct and permissions.
• 3.3 Uniform Feature Access: All Customer accounts have access to the same core Platform Services — Campaign creation, automated matching, fraud screening, analytics, and Wallet management. There are no tiered or gated feature unlocks based on spend or activity level.
• 3.4 Service Availability: We use commercially reasonable efforts to maintain platform availability. Planned maintenance and emergency interruptions may occur for security, performance, or legal reasons.
• 3.5 Free Services: Free tools, trials, and promotional access are provided “as is” and may be modified or withdrawn at any time.
• 3.6 No Subscriptions: Adscod does not charge recurring subscription or access fees to Customers. You pay only for verified clicks delivered to your Campaigns, debited from your Wallet.

4. Campaign Operations

• 4.1 Campaign Configuration: You create a Campaign by submitting a creative, a CPC Bid (minimum $0.05), targeting parameters (country, city, and/or device), and a funded budget. There is no campaign brief, no milestone or deliverable structure, and no step where you select, invite, or approve individual Creators or Publishers.
• 4.2 Automated Matching: Once published, your Campaign is matched automatically by The Eye to Creators and Publishers whose audience or inventory fits your targeting and category. Matching is algorithmic; no manual application or approval step by Adscod, the Customer, or any Creator/Publisher occurs.
• 4.3 Real-Time Click Billing: Your Wallet is debited your CPC Bid for each verified click delivered to your Campaign, in real time. The Eye screens every click for fraud before billing; clicks flagged as fraudulent are never charged to your Wallet.
• 4.4 Auto-Pause on Low Balance: When your Wallet balance is insufficient to cover further verified clicks at your CPC Bid, your Campaign is automatically paused. You may resume the Campaign at any time by topping up your Wallet.
• 4.5 Adscod may use trusted third-party infrastructure providers (e.g., hosting, messaging, payments) to deliver Platform functionality.
• 4.6 Click and billing records captured in-platform are the authoritative source for operational and payment decisions.
• 4.7 Customers are responsible for lawful campaign creative, claims, and compliance with applicable advertising rules.
• 4.8 Conversion Tracking Pixel: You may deploy the Adscod tracking pixel on your website or landing pages to measure campaign-attributed conversions and calculate ROI. You are solely responsible for obtaining any required end-user consent before deploying the pixel, and for ensuring your deployment complies with applicable data protection laws.

5. Fees and Payments

• 5.1 Pay-Per-Click Pricing Model: Adscod does not charge recurring access fees for core Campaign usage. You pay only for verified clicks delivered to your Campaigns, at your chosen CPC Bid, debited from your Wallet in real time.
• 5.2 Minimum Funding: The minimum Wallet top-up is $10. The minimum CPC Bid for any Campaign is $0.05.
• 5.3 Fraud Screening Before Billing: Every click is screened by The Eye for fraud signals before it is billed. Clicks identified as fraudulent are never charged to your Wallet, and any such clicks mistakenly billed will be reversed upon investigation.
• 5.4 Optional Platform Add-Ons: Any optional add-ons made available in-product are disclosed before activation and charged only after your explicit confirmation.
• 5.5 Payment Processing: All payments are processed exclusively through Flutterwave Technology Solutions Limited, a licensed third-party payment infrastructure provider. Adscod is a technology platform and does not itself hold, custody, or manage user funds. Supported payment methods include credit/debit cards, bank transfer, and mobile money (across 18+ African countries). You authorize Adscod and Flutterwave to charge all applicable fees.
• 5.6 Wallet; Withdrawals: Campaign budgets are funded into your Wallet, a prepaid balance — not an escrow account. No funds are held pending approval of any deliverable. You may withdraw or request a refund of any unspent Wallet balance at any time, subject to standard payment-processor verification and processing times.
• 5.7 Multi-Currency: Wallet funding and CPC billing are denominated in local currency where available, with equivalents calculated using live foreign exchange rates provided by Flutterwave at the time of transaction. Currency conversion fees, if any, are borne by the Customer.
• 5.8 Billing Settlement: Click charges are debited from your Wallet in real time as they occur; there is no invoicing cycle for core usage. Any outstanding platform-related charges shown in your account must be settled within the period communicated in-app, where applicable.
• 5.9 Billing Information: You are responsible for maintaining accurate billing and contact information.
• 5.10 Taxes: You are responsible for all applicable taxes, including VAT, where relevant.
• 5.11 Disputed Charges: If you believe a click was billed in error, you may dispute it through the support-ticket process described in Section 8. Adscod investigates disputed click charges and, where a billing error is confirmed, will reverse the charge to your Wallet.
• 5.12 Platform Nature Disclosure: Adscod Ltd. is a technology platform company, not a bank, financial institution, or payment service provider. Adscod does not accept deposits, issue e-money, or operate a payment system. All payment processing, fund settlement, and transfers are performed by Flutterwave, which is licensed and regulated by the Central Bank of Nigeria and authorised to operate across multiple African jurisdictions. Wallet balances displayed on the Platform represent accounting entries that track amounts owed to or by you; they do not constitute deposits held by Adscod.

6. Use and Limitations of Use

• 6.1 Acceptable Use: Use is subject to our Acceptable Use Policy.
• 6.2 Prohibited Use: Includes unauthorized access, reverse engineering, illegal activity, and competitive use.
• 6.3 Sensitive Information: The platform is not intended for processing sensitive personal data.
• 6.4 Communication Services: You must comply with applicable terms. Adscod disclaims responsibility for third-party content.
• 6.5 Third-Party Sites and Products: These are provided for convenience only.

7. Service Term, Termination, and Suspension

• 7.1 Account Term: This Agreement remains in effect while your account is active, unless terminated in accordance with these Terms.
• 7.2 Account Cancellation; Wallet Refunds: You may cancel at any time. Any unspent Wallet balance remains withdrawable/refundable by you, subject to standard payment-processor verification; amounts already debited for verified, non-fraudulent clicks are not refundable.
• 7.3 Termination for Cause: Either party may terminate for cause following proper notice.
• 7.4 Suspension for Prohibited Acts: Adscod may suspend accounts for violations.
• 7.5 Suspension for Payment Issues: Access may be suspended if there are unresolved payment disputes, chargebacks, or overdue platform-related balances.
• 7.6 Suspension for Present Harm: Adscod may suspend services due to security or operational threats.
• 7.7 Suspension and Termination of Free Services: Free services may be terminated at any time.
• 7.8 Effect of Termination or Expiration: Access to services ceases and any active Campaigns are paused. Data retrieval follows the applicable terms. Unspent Wallet balance remains refundable to you following account closure, subject to verification.

8. Account & Support

8.1 Uniform Account Access

Adscod does not operate tiered or gated account levels. Every Customer account has the same access to Campaign creation, automated matching via The Eye, fraud screening, analytics, and Wallet management, regardless of spend or activity level. There are no recurring subscription plans; you pay only for verified clicks delivered to your Campaigns.

8.2 Usage Limits

• Applicable limits, including the $0.05 minimum CPC Bid and $10 minimum Wallet funding amount, are outlined in this Agreement, your campaign setup flow, and our Pricing Page.
• Users must be at least eighteen (18) years of age to access Adscod's services.

8.3 Modifications to Services

Adscod may update the Platform Services periodically. Adscod will not implement changes that materially reduce core functionality of an active, funded Campaign without reasonable notice.

8.4 Customer Support

• All Customer accounts have access to email and in-app messaging support, and the self-service support center at support.adscod.com.
• Adscod is committed to responding in the shortest time possible upon notice of required support.

8.5 Account Closure

• You may close your account at any time. Active Campaigns are paused, and any unspent Wallet balance remains withdrawable/refundable by you, subject to standard verification.
• Outstanding payment obligations survive account closure.

9. Limitation of Liability

9.1 Limitation on Indirect Damages

To the fullest extent permitted by applicable law, neither Party shall be liable to the other for any indirect, incidental, special, consequential, exemplary, or punitive damages; or for any loss of profits, revenues, data, business, goodwill, or anticipated savings.

9.2 Cap on Direct Damages

The total aggregate liability of either Party shall not exceed the total platform service fees and optional paid service fees paid or payable by the Customer to Adscod in the twelve (12) months immediately preceding the event giving rise to such liability.

9.3 Exceptions

• A Party's indemnification obligations;
• A Party's breach of confidentiality obligations;
• Customer's payment obligations;
• Either Party's gross negligence, willful misconduct, or fraud;
• Liability which cannot be excluded under applicable law.

10. General Legal Terms

11. Disclaimers; Limitations of Liability

To the fullest extent permitted by law, Platform Services and Adscod Content are provided on an “as-is” and “as-available” basis, without warranty or condition of any kind. All implied warranties, including merchantability, fitness for a particular purpose, title, and non-infringement, are disclaimed.

If either Party is found liable, the aggregate liability shall not exceed the total platform service fees and optional paid service fees paid or payable during the twelve (12) months preceding the event giving rise to the claim.

For users of Free Services, Adscod's total liability, if any, shall be limited to one hundred euros (€100).

12. Miscellaneous