These Terms of Service (the “Terms”) apply to and regulate the use of trafayer.com’s software as a service (the “Service”).
- Your relationship with us
These Terms regulate relationships between the client during registration and the Service (“you” or “your”), and trafayer.com (“we”, “us”, “our” or the “Company”).
In case of an entity, the individual sign-up to the Service for the entity confirms that they have the proper authority to legally bind the entity to these Terms. They also confirm they agree, on behalf of that entity, to be contractually bound by these Terms.
2.1. “Ad Platform” stands for a third party online advertising platform that the Service is compatible with, as specified in our documentation.
2.2. “Client Code” means our proprietary software code snippet to be installed on your website or webpage for collecting Your Data and providing you the Service.
2.3. “Click Fraud” is a fraudulent click on Your Ad.
2.4. “Fees” stands for the applicable service fees. For more information, please check section 7.1 of our Terms.
2.5. “ Output Data ” means various reports and other types of information that the Service may generate and provide to you.
2.6. “User Data” means the data we collect and process about Users, as described in subsection 6.1.3 of these Terms.
2.7. “Your Data” mean the data about Your Ads and User Data that we collect, process or are exposed to in the course of providing the Service to you, including the Output Data and the data accessible through your account on the Ad Platform.
2.8. “Your Ad” means your online ad on the Ad Platform configured to inter-operate with the Service.
- Interpretation. Hereinafter, the term “including” means including, but not limited to.
- Registration and user account.
4.1. You must register in order to use the Services. To apply for registration, you must complete an online application form on our website. If you do not provide the required information, you will not be able to register. You are fully responsible for providing true, accurate and complete information. Note that we may, in our sole discretion, decline your registration application.
4.2. Login to the Service is authenticated with your email address and password. You must maintain the confidentiality of your Service account login details.
4.3. The Service is only compatible with the Ad Platform. You must order advertising campaign on the Ad Platform at your own cost in order to use our Services. All negotiations, dealings and arrangements concerning such advertising campaigns are strictly between you and the Ad Platform operator. We have no connection and take no part in such negotiations, dealings and arrangements.
4.4. We encourage you to frequently log-in to your account on the Service and to review your account status and Output Data.
- Usage. Subject to these Terms, the completion of your registration and your payment of the applicable Fees, you may access and use the Service and the Output Data, strictly for your internal business purposes, and display the Client Code on websites or webpages that you lawfully own or control.
6.1. We will collect and process Your Data.
6.2. You grant us permission to access your administrator account on the Ad Platform, for us to be able to provide you with the Services. To implement this, you must provide us with your Ad Platform account information that we will request.
6.3. On occasion, we may access and use your account on the Service, strictly for the purposes of operating the Service, assisting you with technical or billing issues, and improving and enhancing the Service.
6.4. We collect and process such User Data as User Internet Protocol (IP) address, basic information about the device they use to access Your Ad, the browser they use, its version and language, the country they are located in, their session duration and their interactions with Your Ad and your website.
6.5. We will keep User Data during the period which you can specify in the Service’s settings. We have a right to delete Your Data (including User Data) from the Service immediately upon termination of your subscription.
6.6. You are responsible to obtain and maintain valid consents from all Users in order to allow us to lawfully collect, handle, retain, use and process the User Data in the manner and for the purposes listed in these Terms.
6.7. You are responsible for maintaining back-up copies of Your Data. The Service does not provide, and is not intended as a cloud storage.
6.8. We have a right to process and use Your Data by ourselves or using trusted third party service providers such as payment processors and cloud service providers) for administrative, technical, billing, security and anti-fraud purposes.
6.9. In case we are required by law to share or disclose Your Data, or if such sharing or disclosure is required pursuant to a decree, issued by a judicial or administrative authority. We will do our best to give you a prompt notice of the requirement prior to such disclosure, to allow you, at your cost and expense, to intercede and protect Your Data.
6.10. We are fully committed to keep up confidentiality of Your Data and to prevent and refrain from, disclosure or use of Your Data for purposes other than those specified in our Terms. Our personnel will access Your Data on a strict ‘need to know’ basis, subject to these Terms.
6.11. You take sole and exclusive responsibility to carry out such actions as you consider appropriate as a result of the Output Data. We have no responsibility or liability, in regards to your reliance upon, or use of, the Output Data, your actions or omissions in connection with the Output Data, or any consequences resulting therefrom.
7.1. To use our Service, you need to pay, starting from the moment of your registration, periodic subscription Fees in accordance with the packages, amounts, overage charges and subscription plan you selected upon registration.
7.2. Upon the end of each subscription plan cycle, your subscription will be automatically renewed, unless you notify us, by email to firstname.lastname@example.org or through the ‘contact us’ section of our website, that you wish to terminate your subscription. Your account and subscription will be terminated as soon as we process your request, usually within several business days.
7.3. Changes you make in your subscription package will take effect in the subsequent subscription cycle. If you exceed the limits of your subscription package, your subscription will be automatically upgraded to a package suitable for your scope of use, as of the subsequent subscription plan.
7.4. All Fees are quoted in Euros, unless expressly stated otherwise and are payable by major credit cards. We may, from time to time, and without specific notice to you, add additional payment methods or cease to use previously supported ones. By using one or more payment methods to pay the Fees, you represent and warrant that you are lawfully permitted to use the selected payment method in connection with the Service. We may require additional information from you before completing payment transactions.
7.5. You are fully responsible for keeping your billing information current, accurate and complete, and notify us promptly in case of any changes in your billing information.
7.6. All your payment obligations in connection with the Service are non-refundable. If you terminate your account and subscription, you are not entitled to any refund for any Fees you have paid for the terminated subscription. You must pay all Fees applicable to your subscription plan, regardless of whether you actively used the Service.
7.7. You acknowledge that the third parties processing any of the payment methods may charge you commission on their end of the transaction. We are not responsible for such commission, which is strictly within your contractual relations with the relevant payment processor.
7.8. Fee that we are unable to charge through the payment method you provided is deemed an overdue Fee. If you fail to settle any overdue Fee within ten (10) calendar days of its original due date, it will constitute as a breach of these Terms. Overdue Fees will accrue interest at the rate of 0.75% per month or part thereof, cumulative monthly on the linked capital from the due date until the date of actual payment.
8.1. You are not allowed to change, modify, make derivative works, disassemble, de-compile or reverse engineer any part of the Service, develop a product similar to the Service or attempt to discover its underlying code, structure, implementation or algorithms, unless permitted otherwise by the Service or by the power of law.
8.2. Except for Your Data, you may not offer the Service to third parties, including by reselling, licensing, renting, leasing, transferring, lending, timesharing, assigning or redistributing the Service or any part thereof.
8.3. You may not perform or attempt to perform any of the following in connection with the Service:
8.4. Breaching the security or the functionality of the Service, identifying, probing or scanning any security vulnerabilities in the Service,
8.5. Accessing data not intended for you, or accessing an account you are not authorized to access;
8.6. Sending any virus, worm, Trojan horse or other malicious or harmful code or attachment or using robots, crawlers and similar applications to scrape, harvest, collect or compile content from or through the Service.
8.7. We may employ measures to detect and prevent fraudulent or abusive use of the service, as well as misuse of the Service. We may suspend or terminate your account on and access to the service, without prior notice, if we believe that you have engaged in fraudulent or misuse of the Service or have violated any applicable law.
- Terms and Termination
9.1. These Terms come into effect from the moment of your registration till the moment of termination, cancellation or expiration of your account or subscription to the Services.
9.2. We may terminate your account or subscription to the Service, upon the end of any subscription cycle, by giving you a prior notice by email before the end of the subscription cycle.
9.3. In addition to the foregoing, either party may terminate these Terms:
9.3.1. In the event of a material or non-material breach of these Terms by the other party, when the breach remains unresolved for fifteen days after the written notice thereof from the non-breaching party to the breaching party;
9.3.2. If the terminating party is required to do so by law;
9.3.3. If the other party becomes is pronounced bankrupt, is the subject to liquidation or insolvency (regardless of whether voluntary or involuntary), or makes an assignment for the benefit of creditors or takes any other comparable action against it in any relevant jurisdiction.
9.4. Immediately upon termination of these Terms:
9.4.1. We may terminate your account on the Service and delete Your Data that is stored in our systems;
9.4.2. We will charge you for all outstanding Fees (if any), including any overage use charges occurred in your final subscription cycle;
9.4.3. You must cease any and all use of the Service and remove all Client Code from any and all website pages you own or control.
9.5. Sections in these Terms that by their purpose of nature must remain valid after the termination of these Terms, will so remain valid.
- Software, Warranty and Limitation of Liability
10.1. We do our best for the Services to operate properly. However, being a service based on software performance, third party networks and internet connectivity, we cannot guarantee that the Service will operate in uninterrupted error-free manner or that it will be accessible at all times.
In case we become aware of any failure or malfunction, we will do our best to resolve an issue and make the Services available as soon as possible. Such incidents will not be considered a breach of these Terms.
Even though the Service identifies Click Frauds, we do not guarantee that the Service will detect or prevent all types of Click Frauds. We are not reliable for any Click Fraud not detected by the Service.
10.2. We, including our employees, directors, officers, shareholders and anyone acting on our behalf, are not liable for any indirect, incidental, special or consequential damages or losses (including loss of profit, of data, business or business opportunities), costs, expenses and payments, in contracts, torts or in any other form of liability, arising from, or in connection, with these Terms, any use or the inability to use the Service, its Click Fraud prevention or detection features, any incorrectness or inaccuracy of the Service or the Output Data.
In case it still occurs, the total liability of us and our employees, directors, officers, shareholders and anyone acting on our behalf, for damages arising out of or related to these Terms, the Service or the Output Data, shall be limited and equivalent to the fees you have paid us in the six months preceding the event that caused the claim.
10.3. We may modify, adapt or improve the Service or any of its features without being obligated to provide you notice thereof. If we enhance the Service to include new or additional features or capabilities, we reserve the right to amend these Terms or the applicable Fees, and obtain your consent to such amendments. If you do not agree to the amendments in their entirety, we reserve the right to terminate these Terms pursuant to subsections 9.1 and 9.2 above.
10.4. Although we put our best effort in the Service, we do not guarantee any accuracy or completeness of the Service or output data, expected business results, outcome or operational benefits from using the Service.
10.5. The Service is provided to you “as is”. We disclaim all warranties and representations, either express or implied, including any warranties of merchantability, fitness for a particular purpose, quality, the output data, accuracy, non-infringement, title, security, compatibility or execution.
- Support and maintenance
11.1. Within these Terms, we have to provide you with customer support for technical questions, issues and inquiries regarding the Service, during our working hours.
11.3. Our technical staff may instruct you, from time to time, on how to perform modifications to the Client Code installed on your website. You agree to cooperate and perform all requested modifications.
- Intellectual Property.
12.1. The Service is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The Service is only available for use and access, not for sale or license.
12.2. Except for your limited access to use the Service and the Output Data according to these Terms, these Terms do not grant you or do not give you any license, right, title or interest to the Service or the intellectual property rights associated with it. All rights, title and interest, including copyrights, licenses, patents, trademarks and other intellectual property rights, and any goodwill associated with the Service or any part of it, including computer code, graphic design, layout and the user interfaces of the Service, but excluding Your Data, are owned and licensed by us.
12.3. Unless you notify us otherwise in order notes, we may identify and indicate you as a customer and user of the Service, on our website and in other online or offline marketing materials. We may use your company name, logo, and website URL, on our website and in other online or offline marketing materials relating to the Service, strictly in accordance with any usage guidelines you provide us with in advance notice.
- Indemnity. You agree to indemnify and keep safe us and our directors, employees and subcontractors, upon our request and at your own expense, from any damages, losses, costs, expenses and payments, including attorney’s fees and legal expenses, arising from any third party complaint, claim, plea, or demand in connection with your breach of any provision or clause of these Terms.
- Governing Law and Venue. Except as otherwise required by law, in no event shall company, our directors, members, employees or agents be liable for any special, indirect or consequential damages, or any other damages of any kind, including but not limited to loss of use, loss of profits or loss of data, 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 our services or the company materials, including without limitation any damages caused by or resulting from reliance by any user on any information obtained from company, 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’s records, programs or services.
Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the limitations of this section may not apply to you.
In accordance with the applicable law, in no event shall the aggregate liability of company (including our directors, members, employees and agents), whether in contract, warranty, tort (including negligence, whether active, passive or imputed), product liability, strict liability or other theory, arising out of or relating to the use of, or inability to use, company or to these terms exceed one hundred dollars ($100).
- Assignment. You may not assign these Terms without our prior written consent, which we shall not unreasonably withhold or deny. We may assign these Terms in their entirety, including all rights, obligations, liabilities and commitments herein, upon notice to you and without obtaining your further specific consent, to a third-party after a merger, acquisition, change of control or the sale of all or substantially all of our equity or assets. In case of such assignment, the assignee assumes our stead, including all rights, duties, liabilities, performances and obligations hereunder, and we are released therefrom.
- Relationship of the parties. The relationship between the parties is strictly that of independent contractors, and neither party is an agent, partner, joint venturer or employee of the other.
- Complete Terms and Severability. These Terms constitute the entire and complete agreement between you and us concerning the subject matter herein. If any provision of these Terms is held invalid or unenforceable, that provision shall be construed in a manner consistent with the applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining provisions will remain in full force and effect. These Terms may be modified or amended only in writing, signed by the duly authorized representatives of both parties.