Terms & Conditions
Last Updated: April 4, 2025
Introduction
Welcome to SmartAds, an AI-powered marketing services company designed to help businesses optimize their marketing campaigns and content strategies. By accessing our website, using our services, or entering into a service agreement with us, you agree to comply with and be bound by these Terms and Conditions. Please read them carefully. If you do not agree to these terms, please do not use our services or website.
Definitions
"SmartAds," "we," "us," or "our" refers to SmartAds and its affiliates, officers, employees, and contractors.
"Client," "you," or "your" refers to any individual or entity that purchases or uses our services.
"Services" refers to the marketing services, content creation, campaign management, analytics, and other related services provided by SmartAds.
"Content" refers to any materials created, modified, or optimized by SmartAds, including but not limited to text, images, videos, advertisements, and marketing materials.
Services and Scope
Service Offerings
SmartAds provides AI-powered marketing services including SEO-oriented content creation, social media management, website design and content creation, campaign optimization, performance reporting, and other related services as described in your service agreement.
Service Delivery
We will deliver services according to the specifications outlined in your service agreement. Timelines for delivery are estimates and may vary based on complexity, revisions required, and other factors outside our control.
Modifications to Services
SmartAds reserves the right to modify, suspend, or discontinue any part of our services with or without notice. For significant changes affecting current clients, we will provide advance notice when possible.
Client Responsibilities
Information and Materials
You agree to provide accurate, current, and complete information necessary for the provision of our services, including brand guidelines, marketing objectives, target audience information, and any other materials requested by SmartAds.
Review and Approval
You are responsible for reviewing and approving all content created by SmartAds before publication or distribution. Once approved, you assume responsibility for the content.
Compliance with Laws
You are responsible for ensuring that your marketing objectives, materials provided to us, and the requested content comply with all applicable laws and regulations, including those relating to advertising, marketing, intellectual property, and data protection.
Payment Terms
Fees and Billing
Fees for our services are as specified in your service agreement. Unless otherwise stated, all fees are billed monthly in advance and are non-refundable.
Payment Methods
We accept payment via credit card, bank transfer, or other methods specified in your service agreement. For recurring services, you authorize SmartAds to automatically charge the payment method on file.
Late Payments
Payments not received by the due date may result in service suspension. A late payment fee of 1.5% per month (or the maximum rate permitted by law, if lower) may be applied to overdue balances.
Taxes
All fees are exclusive of applicable taxes, which will be added to your invoice if required by law.
Intellectual Property
Ownership of Content
Upon full payment for our services:
You own all rights to the final marketing content created specifically for you by SmartAds.
SmartAds retains ownership of pre-existing materials, methodologies, processes, technologies, and tools used in creating your content.
AI Training and Models
You grant SmartAds the right to use anonymized and aggregated data derived from the provision of services to improve our AI models and services. This does not include using your confidential information or brand-specific content to create materials for other clients.
Portfolio Rights
Unless otherwise specified in writing, you grant SmartAds the right to reference you as a client and to use non-confidential marketing materials created for you as examples of our work in our portfolio, case studies, and promotional materials.
Confidentiality
Client Information
SmartAds will treat all non-public information provided by you as confidential and will not disclose it to third parties except as necessary to provide our services or as required by law.
Performance Data
Data regarding the performance of your marketing campaigns will be treated as confidential but may be used in anonymized, aggregated form for research, analysis, and service improvement.
Term and Termination
Term
The term of our service agreement begins on the date specified in your service agreement and continues until terminated as provided in these Terms or your service agreement.
Termination by Client
You may terminate services by providing written notice according to the timeframe specified in your service agreement, typically 30 days in advance. You remain responsible for payment of services rendered up to the termination date.
Termination by SmartAds
SmartAds may terminate services if:
You fail to make payment when due and do not remedy within 10 days of notice.
You breach any material term of these Terms or your service agreement.
You engage in activities that pose legal or reputational risks to SmartAds.
Effect of Termination
Upon termination:
All outstanding fees become immediately due.
SmartAds will deliver all completed work for which payment has been received.
Access to ongoing services, tools, and platforms provided by SmartAds will cease.
Warranties and Disclaimers
Service Warranty
SmartAds warrants that services will be performed in a professional manner consistent with industry standards. This warranty is exclusive and in lieu of all other warranties, whether express or implied.
Results Disclaimer
While we strive to improve your marketing performance, SmartAds cannot guarantee specific business outcomes, including but not limited to increased sales, leads, website traffic, or rankings. Marketing results depend on numerous factors outside our control.
Content Disclaimer
AI-generated content, while reviewed by our team, may occasionally contain errors or inaccuracies. You acknowledge this limitation and accept responsibility for final review and approval.
Limitation of Liability
Cap on Liability
To the maximum extent permitted by law, SmartAds' total liability for any claims under these Terms or your service agreement will not exceed the amount paid by you to SmartAds during the six (6) months preceding the claim.
Exclusion of Damages
In no event will SmartAds be liable for any indirect, consequential, incidental, special, or punitive damages, including lost profits, business interruption, loss of data, or cost of procurement of substitute services.
Time Limitation
Any cause of action arising out of or related to these Terms or services must commence within one (1) year after the cause of action accrues; otherwise, such cause of action is permanently barred.
Indemnification
You agree to indemnify, defend, and hold harmless SmartAds from and against any claims, liabilities, damages, losses, and expenses, including reasonable attorneys' fees, arising out of or in any way connected with:
Your provided materials, content, or instructions;
Your use of the content created by SmartAds;
Your violation of applicable laws or regulations; or
Your breach of these Terms or your service agreement.
Modifications to Terms
SmartAds reserves the right to modify these Terms at any time. We will provide notice of significant changes through our website or direct communication. Your continued use of our services after such modifications constitutes your acceptance of the updated Terms.
General Provisions
Force Majeure
Neither party will be liable for delays or failures in performance resulting from causes beyond their reasonable control, including acts of God, labor disputes, shortages, epidemics, governmental regulations, or communication or utility failures.
Assignment
You may not assign your rights or obligations under these Terms without SmartAds' prior written consent. SmartAds may assign its rights and obligations to any successor to all or substantially all of its business.
Severability
If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that the Terms will otherwise remain in full force and effect.
Governing Law
These Terms shall be governed by and construed in accordance with the laws of the United Kingdom, without regard to its conflict of law provisions.
Dispute Resolution
Any dispute arising out of or relating to these Terms or our services shall first be resolved through good faith negotiations. If negotiations fail, the dispute shall be resolved through arbitration in London in accordance with the rules of the London Court of International Arbitration.
Contact Us
If you have any questions about these Terms, please contact us at:
Email: roey@thesmartads.com
Address: Arlozorov 111, Tel Aviv-Jaffa, Israel, ZIP 6209809
By using SmartAds' services or website, you acknowledge that you have read these Terms & Conditions, understand them, and agree to be bound by them.