Terms of Service

Version : TOS.01.2023

Clause 1 Introduction

1.1 - These terms of service (“Terms”) govern your access to, and use of the AdSpotting marketing analytics dashboard owned and operated by Sendt Online Marketing B.V., and any other software, tools or services provided by us in connection with this service (collectively, the “Service”).

1.2 - In these Terms, “you” or “your”, refers to the individual, organization or company (you represent) that concludes an agreement with us in respect of the Service (“Agreement”). In these Terms, “we”, “us” or “our” refers to the entity as mentioned in paragraph 1.1.

1.3 - These Terms apply to all our offers in respect of the Service and the performance of Agreements by us or in our name and the conclusion and performance of any (future) Agreements with you. The applicability of any conditions stipulated by you now or in the future is hereby expressly excluded. Deviations from and additions to the Terms shall only be valid and binding if we have accepted those expressly in writing.

1.4 - If any provision of the Agreement is null and void or is annulled, the remaining provisions of the Terms will stay in full force and effect. We will then replace the null and void or annulled provisions by new provisions, whereby the purpose and purport of the null and void or annulled provision will be taken into account as much as possible.

Clause 2 Conclusion of the agreement

2.1 - Our Service is provided on the basis of a subscription (“Subscription”) and made accessible through the Internet (software-as-a-service) via our website www.adspotting.com (“Website”).

2.2 - The Agreement for a Subscription is concluded upon the completion of the applicable (online or offline) registration process and subsequent confirmation by us (automated or otherwise) that your registration is accepted and that your Subscription is activated.

2.3 - Features, services, and functionalities included in your Subscription may vary and are as indicated in the Agreement.

Clause 3 Account

3.1 - After conclusion of the Agreement and for the agreed term, we will provide you (access to) an online account (“Workspace”) which you must use to access the Service. We will provide you with login details for your Workspace or offer you the opportunity to create these yourself.

3.2 - If agreed, you can create a certain number of additional users within your Workspace. You are solely responsible for end user management, granting or revoking rights and creating or deleting users.

3.3 - Please do note that you are not authorized to make the Service available for the benefit of third parties outside your organization without our explicit written approval, as the Service is provided to you and may only be used by you for your own internal business purposes. You may not rent, sell, sublicense or otherwise enable third parties to use the Service for their own purposes and benefits. You are fully responsible for the actions and omissions of any third parties (including your users) that are using the Service on your behalf.

3.4 - Your Workspace is strictly personal and may not be shared expect with your authorized users. We are not responsible for misuse of your Workspace and may assume that any user logged in to your Workspace is an authorized user. We may trust that all actions performed within your Workspace are performed under your direction, supervision and with your approval.

3.5 - If any login credentials are (presumably) lost or leaked, you shall (cause your users to) immediately take all available measures reasonably necessary, desirable, and possible to prevent misuse of the Workspace. These measures may include, for example, changing the associated password. In any case, you will immediately report this to us so that any additional measures can be taken to prevent misuse of the Workspace.

3.6 - You agree to keep the information in your Workspace up to date. In case of any changes that are relevant for us to become aware of, you shall promptly update the outdated information.

Clause 4 Provision of the Service

4.1 - We will make reasonable efforts to provide you with continued access to the Service during the term of the Agreement and will do so with due observance of reasonable care and expertise.

4.2 - We will make reasonable efforts to ensure a significant uptime of the Service, although we do not guarantee that the Service will be uninterrupted or error free.

4.3 - From time to time, we may perform maintenance and make changes to the Service in the form of updates or upgrades. Such updates or upgrades may result in a change or loss in the functionality of the Service. Suggestions from you in this respect are always welcome, but in the end, we may solely determine which changes will be made. We may inform you in writing in advance on changes that we find relevant for you to become aware of.

4.4 - The performance of maintenance-related activities may result in interruptions in the availability of the Service. Where foreseeable, we may notify you on this in writing in advance but are not required to do so. In any case, we will use reasonable efforts to ensure that maintenance-related activities are performed as quickly as possible.

4.5 - The performance of maintenance-related activities may result in interruptions in the availability of the Service. Where foreseeable, we may notify you on this in writing in advance but are not required to do so. In any case, we will use reasonable efforts to ensure that maintenance-related activities are performed as quickly as possible.

4.6 - Information on how to use our Service may be made available by us to you, e.g., via our helpfile and ticket centre. Unless agreed otherwise, the Service is provided without any other support from us.

Clause 5 Responsibilities

5.1 - You will provide us with all the support and cooperation needed and desirable to enable the correct and timely delivery of the Service. You will provide us with all information we indicate as necessary, or which you should reasonably understand are essential for us to be able to provide the Service as agreed.

5.2 - You shall be solely responsible for the accuracy, correctness, and completeness of any data submitted by you (or by us on your request) to our Service. We are not required to verify the accuracy, correctness, or completeness of any such data.

5.3 - You acknowledge that any output from our Service is logically determined or influenced by the data submitted by you to our Service. You agree that we are not responsible nor liable for any incorrect output of our Service, e.g., incorrect, or incomplete marketing insights, if such is (partly) caused by data submitted by you.

Clause 6 Access

AdSpotting grants you the right to access and use its Service, provided you adhere to these Terms, including the prompt payment of any fees. This right is personal, for your internal business use only, non-transferable, non-exclusive, and can be revoked. You may develop Custom Connectors with the tools AdSpotting provides, for use exclusively within the Service to aid your authorized use. However, if you operate as a marketing or other agency, you are allowed to use the Service for your clients under these Terms and share Service-generated reports with them. These reports must only be used for internal business purposes by both you and your clients. It is prohibited to transfer data to your client's data storage solutions like data warehouses or lakes without a separate written agreement from AdSpotting.

Without limiting the generality of the foregoing, you will not, will not attempt to, and will not permit or encourage any third party to:

1 - Reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain improper access to any software component of the Service, in whole or in part;

2 - Modify or create derivative works of the Service, in whole or in part (except for Custom Connectors);

3 - Use the Service in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any third party including but not limited to accessing Custom Connector Services for which you have no rights or in violation of the terms of Custom Connector Services;

4 - Interfere with or disrupt the integrity of the Service or any content or data contained therein or transmitted thereby;

5 - Access, monitor, or copy any content or information on the Service using any robot, spider, scraper, or other automated means or any manual process for any purpose without our express written permission;

6 - Violate the restrictions in any robot exclusion headers on the Service or bypass or circumvent other measures employed to prevent or limit access to the Service;

7 - Take any action that imposes, or may impose, in our discretion, an unreasonable or disproportionately large load on our infrastructure;

8 - Exceed the use limits set out in the then current Fair Usage Policy

9 - Deep-link to any portion of the Service for any purpose without our express written permission;

10 - “Frame”, “Mirror”, “sell”, “resell”, “rent”, or “lease” any portion of the Service or otherwise incorporate any part of the Service into any other website without our prior written authorization;

11 - Input any virus, malware, or other harmful code into the Service;

12 - Use the Service or any AdSpotting Confidential Information for benchmarking or competitive analysis with respect to competitive or related products or services or to develop, commercialize, license, or sell any product, service, or technology that could, directly or indirectly, compete with the Service; or

13 - violate any applicable local, provincial national, or international law or regulation.

Clause 76 Restrictions

7.1 - You are prohibited to use the Service in a manner that is violating the Agreement or any applicable laws and regulations. You shall not use the Service in a manner that may cause hindrance or loss and/or damage to us or any third party. You will follow all reasonable instructions issued by us related to the use of the Service.

7.2 - You shall not access, store, distribute or transmit any information during your use of the Service that (a) is libellous, defamatory, insulting, racist or discriminating, or incites hate; (b) infringes third-party rights, in any case including but not limited to intellectual property rights; (c) violates the privacy of third parties, in any case including but not limited to distributing third-party personal data without a legal basis; (d) contains hyperlinks, torrents or similar information of which you are aware or should be aware that it refers to material that infringes third-party rights; (e) is otherwise illegal or causes damage or injury to any person or property; or (f) is in violation with any reasonable (usage-) instruction given by us.

7.3 - If, in our reasonable opinion, the operation of the computer systems or network of us or third parties and/or provision of services via the Internet is obstructed, impaired or otherwise at risk, in particular as a result of the transmission of excessive amounts of data to our Service, leaked personal data or virus activity, Trojan horses and similar software, we are authorized to take any and all measures we deem reasonably necessary to avert or prevent such risk.

7.4 - If we determine that you (or your users) have violated the Agreement or applicable laws and regulations or if we have received a complaint from a third party of the same, we may take measures to end such violation. These measures may, without limitation, include the suspension of the Service. We may recover from you any loss or damage sustained as a result of a breach of the Agreement. You shall indemnify and hold us harmless against any and all third-party claims pertaining to loss and/or damages arising from your violation of the Agreement.

Clause 8 Third-party services, data and content

8.1 - The Service allows you to gather data from multiple third-party data sources and services, including various third-party websites (jointly “Third-Party Services”). The Third-Party Services from which the data can be gathered are selected by AdSpotting at its sole discretion and AdSpotting may, during the Term, change the Third-Party Services that are compatible with the Service. In addition, AdSpotting may discontinue the compatible Third-Party Services if the applicable service providers of the Third-Party Services discontinue the relevant services or discontinue making such services available to AdSpotting. If you create Custom Connectors to access third-party services of your choice (“Custom Connector Services”), you shall be solely liable for accessing such Custom Connector Services. AdSpotting shall have a right to discontinue your use of Custom Connector Services, if you breach the terms of this Agreement.

8.2 - AdSpotting assumes no liability whatsoever for the data or other content collected from Third-Party Services, such as Facebook, Google Analytics and Google Ads or from Custom Connector Services. You are solely responsible for ascertaining that you have the right to use the Service for gathering and processing any such data by using the Service, and you must obtain any such consents and authorizations as may be needed from time to time in relation to such data or other content and their processing by using the Service. We do not assume any liability for such Third-Party Services, Custom Connector Services or software, and you are exclusively responsible for obtaining any necessary licenses or consents needed for their use. You must familiarize yourself with the applicable terms and conditions, including any restrictions on use, in relation to any such Third-Party Services and Custom Connector Services and you agree to comply with the third-party terms and conditions applicable to the Third-Party Services and Custom Connector Services in addition to the terms of the Agreement.

8.3 - Furthermore, the Service may contain links to web pages and content of third parties as a service to those interested in this information. We do not monitor, endorse, or adopt, or have any control over any third-party web pages or content. We undertake no responsibility to update or review any such web pages or third-party content and can make no guarantee as to its accuracy or completeness. Additionally, if you follow a link or otherwise navigate away from the Service, please be aware that these Terms will no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any web page, third-party content or service provider to which you navigate from the Service. You access and use third-party content at your own risk.

8.4 - With respect to Google services, our tools will only have rights to access your Google Analytics/Ads/YouTube data (depending on which service you are logging in to), and nothing else on your Google account. You can revoke AdSpotting’ right to access your data at any point from your Google account control panel (https://security.google.com/settings/security/permissions).

Clause 9 Intellectual Property Rights

9.1 - All intellectual property rights vested in the Service, including the Website, and other materials developed and/or made available by us belong to us or our licensors.

9.2 - We solely grant you for the duration of the Agreement, a non-exclusive, non-transferable and non-sublicensable right of use with regard to the Service and the materials provided by us under the Agreement.

9.3 - All data submitted by you to the Service will remain your property or that of your suppliers. We will not make any proprietary claims with regard to any such data. You warrant and represent that you are rightful owner or rightful licensee of any intellectual property rights vested in the data submitted by you to the Service. You shall indemnify and will hold us harmless from any claims from third parties in relation to or arising from intellectual property rights vested in aforementioned data.

9.4 - You provide us with a term-limited license to use any data submitted by you to the Service, insofar such use is required for the correct provision of Service by us. In addition, you provide us with an irrevocable right to use aforementioned data to perform analysis for the purposes of improving our Service.

9.5 - You provide us a limited perpetual license to use your company’s name, logo, trademark, and your general business description for reasonable promotional purposes related to our Service.

Clause 10 Fees

10.1 - Unless agreed otherwise in writing, fees payable by you for the Services are payable in euros and calculated as set forth below.

10.2 - The fees payable by you for the Services provided under the Agreement are based on a tiered pricing model. This model calculates fees as a fixed monthly amount, determined by the level of service you select. Each tier is defined by certain criteria, including but not limited to the total ad spend tracked through the Service (“Tracked Ad Spending”), the number of ads you can connect, the number of platforms you can connect, the number of users, the availability of support, and the frequency at which ad data is retrieved from the advertising platforms (“i.e., the time between each update of ad data”).

10.3 - The fees payable by you for the Services provided under the Agreement is calculated based on a percentage over the track spend on ads (“Ad Spend”) that are tracked by you via the Service (“Tracked Ad Spending”). The applicable percentage is as mentioned in the Service.

10.4 - As applicable, the amount of Tracked Ad Spending shall be translated from other currencies into euros using the monthly average of daily rates of exchange as published by European Central Bank or as published through https://www.x-rates.com/average/ for the monthly period in which the Tracked Ad Spending are accounted, or any other reasonable form of conversion.

10.5 - Any fees, prices or amounts quoted by us are, if applicable, exclusive of VAT.

Clause 11 Payment

11.1 - Fees are payable in arrears, and we will make invoices available in your Workspace after the end of each calendar month.

11.2 - Fees due under the Agreement shall be collected from the payment method (“Payment Method’) you have connected to your Workspace.

11.3 - Accepted Payment Methods may change over time. We may require you at any time to connect a Payment Method to your Workspace or to select a different Payment Method.

11.4 - If you fail to pay the fees when due or when we were not able to collect the fees from your selected Payment Method, you shall be in default without further notice of default being required and shall be liable for payment of the statutory commercial interest, referred to in section 6:119a of the Dutch Civil Code, on the outstanding amount, as well as any reasonable extrajudicial costs, including costs for lawyers, bailiffs and legal experts.

11.5 - We are entitled to change our (periodic) fees, fee calculation methods, percentages, etc., upon thirty (30) days’ prior written notice to you. In the event of an increase, you shall have the right to terminate the Agreement in writing until and against the moment the changes take effect. By lack of such termination, you shall be deemed to have accepted the changes.

Clause 12 Liability

12.1 - Our liability for damages resulting from any breach of the Agreement, whether in tort or otherwise, is per event (whereby a series of consecutive events is regarded as a single event) limited to the amount (excluding VAT) we have received from you in respect of the Service over a period of two (2) months preceding the (first) damaging event. In case no payment has been received in the aforementioned period, this amount will be capped at one hundred euros. Our annual maximum liability is capped at ten thousand euros.

12.2 - To the maximum extent permitted by law, we cannot be held liable for lost profits, lost revenue, missed savings, loss of (business) data and damage due to business stagnation.

12.3 - Our liability for an attributable failure to perform the Agreement only arises if you give us prompt and proper written notice of default, giving us a reasonable time period to remedy the default, and we continue to fail to perform our obligations even after that time period has elapsed. The notice of default must contain a description of the breach as detailed as possible, so that we are able to respond adequately.

12.4 - Any right to claim compensation is at all times subject to the condition that you have notified us of the loss and/or damage in writing within no more than thirty days of your discovery.

12.5 - Any limitation of liability as included in the Agreement shall lapse if and insofar the damage is the result of intent or deliberate recklessness on the part of our management personnel.

Clause 13 Force majeure

13.1 - We cannot be obliged to perform any obligation under the Agreement if the performance is prevented due to force majeure. We are not liable for any loss and/or damage due to force majeure.

13.2 - Force majeure is considered to exist, without limitation, in case of power outages, Internet failures, telecommunication infrastructure failures, network attacks (including D(DOS) attacks), attacks by malware or other harmful software, civil commotion, natural disaster, terror, mobilization, war, import and export barriers, strikes, stagnation in supplies, fire, floods and global pandemics.

13.3 - If a force majeure situation has lasted for more than thirty (30) days, we will both be entitled to give notice to terminate the Agreement in writing with immediate effect.

Clause 14 Term and termination

14.1 - Your account and subscription of the Service remains in effect unless you terminate it or unless AdSpotting terminates your account as provided by these Terms. Your account and subscription of the Service may, depending on your choice, be automatically renewable or valid for a fixed period. If your subscription is automatically renewable, your subscription to the Service will remain in effect and will be renewed automatically at the end of each subscription period unless you terminate your subscription or we terminate it.

If your subscription is made for a fixed period and/or not automatically renewable, your subscription will automatically terminate at the end of the agreed subscription period.

Upon the termination or expiration of the Agreement, you must immediately stop using the Service.

14.2 - AdSpotting may terminate this Agreement or terminate or suspend any Authorized User’s access or use of the Service in the following circumstances:

  • (a) If Customer’s or any Authorized User’s continued use of the Service or Custom Connector Service may, in AdSpotting’ discretion, result in material harm to AdSpotting, its subcontractors, affiliates, or another customer of the Service, AdSpotting may reasonably block or restrict Customer’s access to the Service or Custom Connector Service;

  • (b) If Customer or any Authorized User has (I) submitted information to the Service in violation of applicable law; (II) accessed Custom Connector Services for which Customer or any Authorized User has no rights or in violation of the terms of such services or (III) otherwise used the Service in breach of these Terms, including the restrictions set forth in Section 6 above;

  • (c) Any fees due by Customer remain unpaid fifteen (15) days after the applicable due date as set forth in the Agreement; or

  • (d) If Customer commits a material breach of its obligations under the Agreement and does not remedy such breach within thirty (30) days of receiving notice of breach from AdSpotting.

14.3 - Either party may terminate the Agreement upon written notice to the other party if the other party enters into bankruptcy, becomes insolvent or makes an assignment for the benefit of creditors.

Clause 15 Consequences of termination

15.1 - Upon termination or expiry of the Agreement, all licenses granted by us shall immediately terminate and we shall be entitled to delete any of the data submitted by you or generated by making use of the Service as in our possession at the moment of termination or expiry.

15.2 - Termination of the Agreement, irrespective of the reason for termination, will in no case affect any amounts owed or payable to us by you under the Agreement. Furthermore, termination or expiry of the Agreement will in no case result in restitution of any amounts paid by you to us under the Agreement.

15.3 - In the event that the Agreement is terminated, any amounts owed by you to us will become immediately due and payable, irrespective of the reason for the termination.

Clause 16 Privacy Policy and processing of data

16.1 - AdSpotting will process personal data as both 1) data controller; and 2) data processor on documented instructions from you as the data controller.

16.2 - As a data controller, we process personal data about you when you sign up for the Service or when you otherwise provide personal information to us in the context of this Agreement. Our collection and use of this information, which we process as the data controller, is described in the Privacy Policy, available at www.adspotting.com/privacy.

16.3 - As a data processor, we process such personal data which you have provided to us (including collected or generated through the use of the Service) for the purpose of providing the Service. This processing of personal data is governed by a separate Data Processing Agreement entered into between you and us in connection with your signing up for the Service, which is attached hereto as Annex 1.

Clause 17 Trademarks

17.1 - The “AdSpotting” name, the AdSpotting logos, and any other product or service name or slogan contained on the Service are trademarks or registered trademarks of AdSpotting and its suppliers or licensors, and may not be copied, imitated or used, in whole or in part, without the prior written permission of the applicable trademark owner. All other trademarks, registered trademarks, product names and company names or logos mentioned on the Service are the property of their respective owners. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise, does not constitute or imply endorsement, sponsorship, or recommendation thereof by us, or vice versa.

17.2 - AdSpotting may use your company name(s) and logo(s) for marketing purposes, including on the AdSpotting website and in press releases, promotional and sales literature, customer/prospect presentations, and customers lists.

Clause 18 Ownership and intellectual property rights

18.1 - As between you and AdSpotting, AdSpotting owns all right, title, and interest, including all intellectual property rights, in and to the Service, and any services available in connection with the Service. For the modifications you have made with Custom Connector, you shall have non-exclusive, royalty free, worldwide right to use any such modifications for the sole purpose of using the Service. Any intellectual property rights pertaining to the Custom Connector modifications shall belong to AdSpotting. Except for those rights expressly granted in these Terms, no other rights are granted, either express or implied, to you and all other rights are hereby reserved.

Clause 19 Confidential information

19.1 - If we share non-public information about the Service with you, you must keep it confidential and use reasonable security measures to prevent unauthorized disclosure of or access to that information.

Clause 20 Third-Party AI Features

20.1 - Based on the specifics of your subscription plan, we offer access to certain functionalities within our Services that incorporate artificial intelligence technology from external sources ("Third-Party AI Features"). Your use and our provision of these Third-Party AI Features, along with any associated Plugins (as detailed in the AI Terms), are subject to additional guidelines outlined in our AI Feature terms ("AI Terms"). These AI Terms are considered an integral component of the contract established between you and our company. If the Third-Party AI Features are not included in your service subscription package, then these AI Terms are not applicable to your agreement with us and will not affect your service use.

Clause 21 Amendments

21.1 - We may amend these Terms at any time. We will announce changes to you in writing at least fourteen (14) days before the date they take effect, to enable you to take note of them. If you do not wish to accept the proposed changes, you may give written notice to terminate the Agreement until the effective date of the amended Terms. Use of the Service after the effective date shall constitute your acceptance of the amended Terms.

Clause 22 Miscellaneous

22.1 - This Agreement is governed exclusively by Dutch law. Any dispute in connection with or rising from the Agreement will be submitted to the competent court in the Netherlands in the district where we are legally established.

22.2 - Where in these Terms “written” or “in writing” is used, this also includes email communication and communication via the Service, provided that the identity of the sender and the integrity of the message can be adequately established

22.3 - The version of any communication of information as recorded by us will be deemed to be authentic and correct, unless you supply proof to the contrary.

22.4 - You are not authorized to transfer and assign this Agreement or any of its rights and obligations arising therefrom to a third party without our written consent. We are authorized to transfer and assign this Agreement and all its rights and obligations arising therefrom to a third party that acquires the business operations to which this Agreement is subject, without further cooperation or approval of you being required.

22.5 - The application of sections 227b (1), 227c and 271 et seq. of Book 6, and section 408 (1) of Book 7 of the Dutch Civil Code is excluded.

ANNEX 1 Personal Data Management Agreement

1 - Objective and Scope of Data Processing

This Personal Data Management Agreement (“PDMA”) is a supplementary document to the main Agreement between you (the "Client") and AdSpotting, outlining the use of our Services. It specifies the framework for processing personal data by AdSpotting and its subcontractors on behalf of the Client, as detailed in the main Agreement. The intent of the PDMA is to ensure that AdSpotting' handling of personal data on the Client’s behalf adheres strictly to the General Data Protection Regulation (EU) 2016/679 (“GDPR”), the California Consumer Privacy Act of 2018 (“CCPA”), and other relevant data protection laws ("Data Privacy Laws").

AdSpotting is authorized to process personal data exclusively for the delivery of Services as agreed upon, refraining from any unauthorized use. Specifically, AdSpotting will not engage in the sale of personal data as defined by the CCPA. In cases of conflict, the stipulations of this PDMA regarding personal data processing supersede any conflicting terms in the main Agreement, unless explicitly stated otherwise in this PDMA.

This PDMA also represents the commitments of AdSpotting’ affiliates involved in data processing under both this agreement and the overarching Agreement.

Definitions of key terms such as “personal data”, “processing”, and “data subject” align with those in Article 4 of the GDPR. Under the CCPA, “controller” is analogous to “Business,” and “processor” or “data processor” corresponds to “Service Provider.”

Should the Agreement authorize AdSpotting’ use of third-party cloud services (e.g., Amazon Web Services, Microsoft, Google), it is understood that the processing of personal data within these services is governed solely by the cloud provider's terms.

2 - Duration and Dissolution of this PDMA

Effective upon the Client’s acceptance of the Agreement, this PDMA remains valid for the duration of the Agreement and extends as necessary until the completion of all agreed-upon data processing.

3 - Data Processing Details

For clarity, AdSpotting serves as the data processor (or sub-processor), with the Client acting as the data controller (or primary processor). Depending on the provided services, the personal data and data subjects involved may include:

  • Data Subjects: Clients or users (and potential clients/users) of the Client or the Client’s customers.

  • Personal Data Types: Includes online identifiers, location data, contact details, and financial transactions, among other data shared with AdSpotting by the Client for service provision.

  • This PDMA, alongside the main Agreement, constitutes the directive for all data processing activities from its commencement.

AdSpotting will process personal data strictly as per this PDMA and the Client’s explicit instructions, barring legal requirements to the contrary. If legal obligations necessitate processing outside these instructions, AdSpotting will inform the Client unless prohibited by law.

If AdSpotting deems a Client instruction incompatible with data protection laws or lacks necessary details, it will promptly seek further direction from the Client.

4 - Client Responsibilities

The Client, as the data owner, is responsible for the accuracy and legality of its data. The Client guarantees that its data handling via the Services complies with Data Privacy Laws, bearing sole liability for its adherence.

5 - AdSpotting’s Support to the Client

AdSpotting commits to aiding the Client in fulfilling its data protection obligations, offering technical and organizational assistance in response to data subject requests and data breaches, among other areas. Assistance beyond the scope of the Agreement may incur additional charges.

6 - Confidentiality and Security

AdSpotting ensures the confidentiality of the Client’s personal data, obliging all authorized personnel to confidentiality and implementing adequate security measures.

7 - Use of Sub-processors and International Data Transfers

The Client consents to AdSpotting engaging sub-processors, with AdSpotting responsible for ensuring these sub-processors uphold comparable data protection standards. AdSpotting will notify the Client of any sub-processor changes. Transfers of personal data outside the EU/EEA will comply with legal safeguards.

8 - Data Retention

Post-termination of the Client’s account or subscription, AdSpotting will not retain the Client’s data unless legally required, offering the Client the choice of data return or deletion.

9 - Audits and Compliance

Upon request, AdSpotting will demonstrate its compliance with this PDMA and GDPR requirements. The Client has the right to conduct audits, subject to agreed terms, with AdSpotting liable for any costs arising from detected non-compliance.

10 - Liability for Damages

AdSpotting is liable for damages resulting from its negligence or non-compliance with this PDMA, with liability limitations outlined in the main Agreement applying.