Advertiser Terms and Conditions

Meteortrail Advertiser Terms and Conditions (operated by Galaxioid OÜ) Effective Date: August 28, 2025 1. Definitions 1.1. Company – Refers to Galaxioid OÜ, a company registered in Estonia (registry code 17274925), operating the online advertising platform and services under the brand “Meteortrail” (the “Platform”). For purposes of these Terms, “Company”, “we”, “us”, or “our” refer to Galaxioid OÜ operating Meteortrail.” 1.2. Advertiser – An individual or legal entity (e.g., company, organization) that registers for and uses the Company’s Platform to purchase advertising services. If the Advertiser is a legal entity, the individual who opens or manages the Account represents and warrants that they are duly authorized to act on behalf of, and to bind, that entity. References to “you” and “your” in these Terms include the applicable legal entity and its Authorized Users. 1.3. “Advertising” (or “Advertisement”) – Any and all online ad content provided by Advertiser for distribution via the Company’s platform, including but not limited to text-based ads, graphical banners, buttons, pop-up and pop-under ads, push notifications (including in-page/on-site push), native ads, and other similar formats. These Advertising formats are supported on both desktop and mobile platforms, as applicable. 1.4. “Publisher” – Any third-party individual or entity (such as a website or app owner) that displays Advertising through the Company’s platform. This includes the Company’s direct publisher partners as well as any third-party traffic sources or partner networks the Company may utilize to deliver Advertiser’s campaigns. 1.5. “Account” – The online account maintained by the Advertiser on the Company’s platform, through which the Advertiser manages campaigns, funds, and settings. 1.6. “Agreement” – This Advertiser Terms and Conditions document, along with any applicable insertion orders, campaign terms, or guidelines referenced herein, which together govern the relationship between the Advertiser and the Company. 1.7. Authorized Users – Employees, contractors, or agents authorized by a corporate Advertiser to access and use the Advertiser’s Account on its behalf and subject to these Terms. 2. Acceptance of Terms 2.1. Binding Agreement: By registering an Account or using the Company’s advertising services, the Advertiser acknowledges that they have read, understood, and agreed to be bound by this Agreement. These Terms and Conditions form a legal agreement between the Advertiser and the Company regarding use of the advertising platform. The Advertiser’s use of the platform signifies acceptance of these terms in full. 2.2. Capacity and Eligibility: The Advertiser represents that they are at least 18 years old (or the age of legal majority). If acting on behalf of a legal entity, the individual represents and warrants that they have full authority to bind that entity, and all obligations, rights, and liabilities hereunder apply to the entity. The Advertiser may not transfer or assign rights or obligations except as permitted herein. 2.3. Modifications: The Company reserves the right to amend or update these Terms and Conditions from time to time. In case of any material changes, the Company will provide notice to Advertisers (for example, via email or Account notification). Continued use of the platform after the effective date of updated terms constitutes acceptance of those revised terms. It is the Advertiser’s responsibility to review any updates to the Terms and Conditions. 2.4. Entire Agreement: This Agreement (including any applicable Advertising Insertion Orders or campaign-specific terms) represents the entire agreement between the Parties with respect to the subject matter and supersedes all prior understandings or agreements, whether written or oral. No provision of this Agreement may be waived or modified except in a written amendment signed by both the Advertiser and an authorized representative of the Company. 3. Scope of Advertising Services 3.1. Services Provided: The Company operates an online advertising platform connecting Advertisers with Publishers (owners of digital ad inventory).The Company operates this service through the Meteortrail Platform. The Company provides tools for Advertisers to upload or create Advertising content, target desired audiences, and launch advertising campaigns through an automated self-serve interface. The Company is not an advertising agency but a technology platform; the Advertiser is responsible for the content and objectives of its campaigns, while the Company facilitates placement of ads on publisher sites and apps. 3.2. Supported Formats and Platforms: The platform supports the following ad formats: Pop-up and Pop-under ads, Push Notification ads (including traditional push and in-page/on-site push formats), Native ads, and Banner ads. These ad formats may be served on desktop and mobile web or application environments, depending on campaign settings. Each ad format must meet the Company’s technical specifications (e.g. dimensions, file size, format) as communicated in the platform guidelines. 3.3. Third-Party Traffic Sources: The Advertiser acknowledges and agrees that the Company may deliver Advertising via a broad network of publisher partners and may also utilize third-party advertising networks or traffic sources to extend campaign reach. Accordingly, Advertiser’s campaigns might be served through sites or apps not directly controlled by the Company. The Company will use reasonable efforts to contract with reputable partners and to monitor traffic quality; however, the Company is not liable for acts or omissions of third-party partners beyond its control. The Company may change, add, or remove publisher partners or external traffic sources at its discretion, without specific notice to the Advertiser. 3.4. No Exclusivity: This Agreement does not grant the Advertiser any exclusivity. The Company remains free to provide advertising services to other advertisers, including potential competitors of the Advertiser, and to publish advertising content that may be similar to or different from the Advertiser’s content, without restriction. Nothing herein shall be interpreted as a commitment that the Advertiser will be the sole advertiser in any category or that the Advertiser’s ads will have any guaranteed placement priority over others. 4. Advertiser Account and Registration 4.1. Account Creation: To access the advertising services, the Advertiser must create an Account by providing truthful, accurate, and complete information as requested (including name, contact information, and billing details). Each Advertiser may maintain one primary Account on the Platform. Corporate Advertisers may add or remove Authorized Users under their Account and remain responsible for all activities performed by those Authorized Users. Creating multiple primary Accounts for the same Advertiser (including affiliated entities under common control) is strictly prohibited, unless the Company provides prior written consent. The Company reserves the right to suspend or terminate any duplicate or fraudulent Accounts. 4.2. Account Security: The Advertiser is responsible for maintaining the confidentiality and security of their Account login credentials. Any actions taken under the Advertiser’s Account (including expenditures on campaigns or changes to campaign settings) are the sole responsibility of the Advertiser. The Advertiser must promptly notify the Company of any unauthorized use of their Account or any other breach of security. The Company shall not be liable for any loss or damage arising from the Advertiser’s failure to secure their Account access. 4.3. Identity Verification. The Company may request documents and information for KYC/AML, fraud prevention, and compliance purposes. For individuals, this may include government-issued ID and proof of address. For legal entities, this may include certificate of incorporation, business registration number, VAT/tax ID, registered address, beneficial ownership information, and authorization letters for Authorized Users. The Company may refuse, suspend, or terminate an Account if requested information is not provided or is false. Personal data will be processed in accordance with the Company’s Privacy Policy. 4.4. Permitted Use; Representation for Entities. The Platform may be used by both individuals and legal entities. If you act on behalf of a company or other organization, you represent that you are duly authorized to act on its behalf and will ensure that all Authorized Users comply with this Agreement. Account resale or unauthorized sub-licensing is prohibited. The Advertiser remains responsible for: (a) all activity under its Account (including payment and use of services), and (b) compliance by its Authorized Users with these Terms. 5. Advertiser Obligations and Representations 5.1. Compliance with Laws: The Advertiser is solely responsible for the content and legality of the Advertising they submit and the websites or landing pages to which their ads direct users (“Advertiser’s Site”). The Advertiser represents and warrants that all Advertising content, as well as the Advertiser’s Site and business practices, comply with all applicable laws and regulations, including (but not limited to) consumer protection laws, intellectual property laws, data protection laws, and advertising/marketing regulations in the target regions. The Advertiser further warrants that they have obtained all necessary rights, licenses, consents, and permits to advertise the products or services promoted in their campaigns, and to display any copyrighted or trademarked materials included in their ads. 5.2. No Infringement or Violation of Rights: The Advertiser guarantees that their Advertising will not infringe the intellectual property rights, privacy rights, or any other rights of any third party. Use of any logos, trademarks, or copyrighted content in the ads must be authorized by the rights holder. The Advertiser also confirms that they have the right to use any images, videos, music, or other media contained in their Advertising. No ad shall include content that is defamatory or that violates any individual’s rights of publicity or personality. 5.3. Truthful and Non-Misleading Content: The Advertiser is responsible for ensuring that all Advertising materials are truthful, ethical, and not misleading or deceptive to end-users. Any claims made in the ads (such as product features, pricing, discounts, or endorsements) must be factual and supported by evidence as required by law. Advertising should not be designed to confuse or trick users (for example, mimicking system notifications or using fake “close” buttons in creatives is prohibited). 5.4. No Harmful Code or Disruption: The Advertiser’s ads, and the landing pages they lead to, must be free of viruses, malware, spyware, worms, trojans, or any other malicious code. Ads may not initiate downloads or execute software on a user’s device without the user’s explicit action and consent. The Advertising shall not cause excessive pop-ups, force redirect users in an uncontrolled manner, or otherwise disrupt or degrade the performance of any user’s device or any publisher’s website/app. 5.5. Server Capacity and Technical Compliance: The Advertiser must ensure that their own servers and websites can handle the traffic delivered through their campaigns. The Company is not responsible for any consequences (such as site downtime or lost users) if the Advertiser’s servers fail to accommodate the traffic delivered. The Company may, however, in its discretion, pause or throttle a campaign if it detects that the Advertiser’s site is not functioning properly or is causing a poor user experience (for example, due to server errors). The Advertiser agrees to comply with the technical guidelines of each ad format (dimensions, file sizes, etc.) as provided by the Company. 5.6. Prohibited Content and Activities: The Advertiser shall not submit or promote any content that violates the Company’s content standards or “Prohibited Content” guidelines (see Section 6 below for detailed list of prohibited materials). The Advertiser is also prohibited from engaging in any fraudulent or unlawful activities in connection with its use of the platform, including, but not limited to, cloaking or disguising the true nature of the landing page after an advertisement has been approved, or any other acts that compromise the integrity of the advertising network. 5.7. Ongoing Compliance and Notification: The Advertiser’s obligations under this section are continuous. The Advertiser must promptly update any Advertising materials and/or campaign settings to remain in compliance if laws or regulations change, or if the Company or any authority notifies the Advertiser of a compliance issue. If at any time the Advertiser discovers that they have breached any of the above warranties or obligations, they must immediately inform the Company and take corrective action. The Company’s acceptance of any ad or content (through the approval process) does not relieve the Advertiser of responsibility for compliance with this Agreement and applicable law. 6. Prohibited Content and Restrictions To maintain quality and compliance, the Company strictly prohibits certain types of advertising content and practices. Advertiser campaigns must NOT contain or promote any of the following: Illegal Products or Services: Content that offers, promotes, or implies the sale of illegal drugs or controlled substances, weapons, counterfeit goods, or any unlawful product or service. This includes the promotion of any activity that is illegal in the jurisdictions targeted by the campaign. Adult Sexual Content: Pornographic, obscene or sexually explicit material (including depictions of nudity, sexual acts, or extreme fetishes) is not allowed. Child sexual abuse material, bestiality, rape, or any content that sexualizes minors is strictly prohibited. (Note: Non-explicit adult dating or sex education content may be permissible only if allowed by law and pre-approved by the Company, and must not violate any other content restrictions.) Graphic Violence and Hate Speech: Content that is excessively violent, gory, or that incites hatred, discrimination, or violence against any individual or group based on race, ethnicity, religion, gender, sexual orientation, or other protected characteristics. This includes any advocacy of harm or derogatory, offensive material targeting a group or individual. Fraudulent or Deceptive Schemes: Misleading or false offers are prohibited. Examples include fake investment or get-rich-quick schemes, “too good to be true” financial offers without legitimate disclosure, pyramid or Ponzi schemes, phishing scams (e.g. fake bank or lottery messages), or any ads providing false information to users. Ads must not impersonate other businesses or official entities (e.g. government or bank notifications) in a way that deceives users. Malware and Security Violations: Any Advertising that contains or links to malware, viruses, spyware, ransomware, or any malicious code is strictly forbidden. Ads also must not trigger deceptive system alerts or mimic antivirus or system messages to scare users (for example, fake “Your computer is infected” pop-ups or false tech support notices are banned). Unauthorized Use of Brands and IP: The use of logos, trademarks, or brand names of third parties in Advertising is prohibited unless you have official permission. Brand mimicry – such as using altered brand names, logos of well-known companies without authorization, or creating landing pages that imitate the look of a famous brand’s site – is not allowed. Similarly, using images or names of celebrities or public figures in ads without consent is prohibited. Unacceptable Content for Minors: Ads must not target minors with inappropriate content, nor promote products that are illegal or restricted for minors. This includes any content encouraging underage drinking, tobacco or e-cigarette use, gambling by minors, etc. Drugs, Tobacco, Alcohol: Promotion of illegal drugs is banned. Advertising for legal but age-restricted products such as tobacco, vaping products, or alcohol must comply with all applicable laws and platform policies; any campaigns that appear to target minors or misrepresent these products are prohibited. (The Company reserves the right to reject campaigns for alcohol or tobacco outright, even if legally allowed, in its sole discretion.) Weapons and Violence: Ads for firearms, ammunition, explosive materials, or instructions on making weapons are not permitted. Content that glorifies violence, crime, or self-harm is also disallowed. Political and Extremist Content: The Company may prohibit politically oriented advertising. Campaigns advocating for or against political candidates, parties, or ballot measures, as well as those containing extremist ideologies or propaganda, are not allowed without prior written approval from the Company. Any content that could be deemed inflammatory in the context of political or social issues may be rejected to maintain network neutrality and compliance with broad regulations. Other Restricted Content: Additional content categories that are prohibited or require pre-approval include but are not limited to: hacking or illicit software, phishing pages mimicking login screens to steal credentials, pages that automatically dial premium SMS or numbers, and any offerings that involve exploitation of users (e.g. fraudulent subscriptions or hidden charges). Collecting push notification subscribers through misleading means (for instance, tricking users into subscribing by fake prompts) is not allowed. “Calendar spam” or subscription traps (e.g. inserting calendar events or mobile notifications without user consent) are also prohibited. Enforcement: The above list is not exhaustive. The Company’s moderation team reserves the right to reject or remove any Advertising at any time that it deems non-compliant with these guidelines or otherwise inappropriate. If an Advertiser’s campaign is found to contain prohibited content or to violate any part of Sections 5 or 6, the Company may suspend the campaign and/or the Advertiser’s Account and, in serious cases, block the Account without refunding any remaining deposit. The Company also reserves the right to inform appropriate legal authorities if the content violates law. The Advertiser is strongly encouraged to seek clarification from the Company in advance if they are unsure whether their content or offer is allowed. 7. Campaign Submission and Approval 7.1. Campaign Creation: After funding the Account (see Section 8), the Advertiser may create advertising campaigns through the platform interface by specifying details such as the Advertising content/creative, targeting criteria (geography, devices, etc.), budget, bidding, and other settings. The Advertiser must provide all required information for each campaign, including the final landing page URL, ad creative files or text, and category of the offer. 7.2. Moderation and Review: All new or edited campaigns are subject to review and approval by the Company’s compliance team prior to being made active. Once a campaign is submitted, the Company will review the Advertising materials and associated URLs for compliance with this Agreement and platform policies. The Company strives to review campaigns promptly (commonly within 24 hours, though weekends/holidays may require additional time), but no specific turnaround time is guaranteed. The Advertiser understands that no Advertising will be delivered until the campaign is approved. Campaigns pending approval will not accrue any impressions or clicks. 7.3. Approval, Rejection, and Required Changes: If a campaign meets all requirements, the Company will approve it and the campaign will begin running (provided the Advertiser’s account balance is sufficient, see Section 8.4). If a campaign violates any policies or raises compliance concerns, the Company may reject or pause the campaign at any time, for any reason, at its sole discretion. The Company may (but is not obligated to) provide the Advertiser with a reason for rejection or request modifications to bring the campaign into compliance. The Advertiser can then resubmit the campaign after addressing the issues, for re-review. The Company’s decisions on approval are final. 7.4. Post-Approval Changes: Advertisers are prohibited from materially altering the content of an ad or the landing page URL after the campaign has been approved, without submitting it for review again. In particular, the Advertiser may not engage in “bait-and-switch” tactics (for example, getting a benign ad approved and then redirecting the landing page to disallowed content). Any substantive change in the ad creative, destination URL, offer or content requires re-submission for approval. If the Advertiser replaces or alters content in a running campaign in a way that violates the original approval, the Company may immediately suspend the campaign and potentially terminate the Advertiser’s account for breach of trust. 7.5. Ongoing Monitoring: The Company’s compliance monitoring is continuous. Even after a campaign is approved, the Company’s systems may automatically scan and monitor active campaigns for compliance with content rules and performance quality. If a campaign is later found to be in violation (e.g. due to changed content or new information), the Company reserves the right to suspend or terminate it. 7.6. No Guarantee of Results: Approval of a campaign only allows it to run on the platform; the Company does not guarantee that the campaign will achieve any particular results (such as a certain number of impressions, clicks, conversions, or return on investment). Any performance metrics provided (such as estimated reach) are estimates for planning purposes. Actual delivery may vary based on user behavior, competition for ad inventory, and other factors. The Advertiser shall not hold the Company liable for not meeting any expected campaign performance metrics. 8. Payment, Funding, and Billing 8.1. Prepayment Requirement: The advertising services operate on a pre-paid basis. Advertisers must fund their Account with a sufficient balance before launching any campaign. The Company will not extend credit to Advertisers; all advertising must be paid for in advance out of the Account balance. The minimum top-up amount is USD $30 (or the equivalent in other supported currencies) for each deposit. The Company may allow various payment methods for deposit (e.g. credit card, wire transfer, e-wallet, cryptocurrency, etc.), which will be listed in the platform. Each payment method may have its own minimum deposit thresholds or fees, but in all cases, a minimum of $30 is required to activate the account balance. Deposits below the stated minimum will not be accepted or credited. 8.2. Account Balance and Wallet: Funds deposited by the Advertiser are credited to the Advertiser’s Account as an account balance (sometimes called a “Wallet”). The Advertiser can allocate these funds to run one or multiple campaigns. Funds from the Advertiser’s balance will be deducted as the campaigns accrue costs based on delivered impressions, clicks, or other billing events, according to the pricing model of the campaign. The Advertiser may set daily or total budgets for campaigns, but acknowledges that such budget caps are not guaranteed to be exact limits – minor overdelivery can occur due to technical reasons or latency, and the Company will not be liable for slight exceedances beyond the set budget limits (though it will use best efforts to prevent this). 8.3. Currency and Invoicing: The Account balance may be maintained in USD or other currencies as offered. The Advertiser must select a currency upon registration or first deposit, and payments for campaigns can typically only be made in that chosen currency. The Company will issue invoices or receipts for deposits and/or for services delivered, as required by law or upon the Advertiser’s request. Invoices will generally correspond to the amount of funds added to the Account (prepayments) and will be automatically available through the Advertiser’s Account dashboard. The Advertiser is responsible for any applicable taxes (e.g. VAT) associated with the purchase of advertising services; all prices are listed exclusive of taxes unless stated otherwise. 8.4. No Running on Credit / Sufficient Balance: Advertising campaigns will only be delivered if the Advertiser’s Account has a sufficient balance to cover the traffic costs. If the Account balance reaches zero (or falls below the minimum needed to buy the next impression or click), the Company’s system will immediately pause all active campaigns until additional funds are added. The Advertiser is responsible for monitoring their spend and ensuring funds are available. The Company is not responsible for any loss of business or opportunity arising from an automatic campaign pause due to insufficient funds. 8.5. Billing Metrics: The charges for campaigns are based on the pricing model and rates selected by the Advertiser when creating the campaign (e.g. cost-per-mille (CPM), cost-per-click (CPC), cost-per-action (CPA) if offered, etc.). The Company’s tracking and reporting systems will measure the billable events (such as impressions or clicks) and calculate the cost accordingly. The Advertiser agrees that the Company’s reported statistics and measurements shall be the definitive basis for billing and any related disputes. While third-party tracking pixels or reports can be used by the Advertiser for their own analysis, only the numbers recorded by the Company’s platform will determine the charges. 8.6. Payment Fees: The Advertiser is responsible for any fees associated with their chosen payment method. The Company is not responsible for fees charged by third-party payment processors, banks, or currency conversion services. For example, if a credit card processor or bank applies transaction fees or if currency conversion is required, such costs are to be borne by the Advertiser. The Company reserves the right to deduct from the Advertiser’s deposit any transaction fees that are imposed in the process of funding or refunding (see Refund Policy) according to the payment provider’s policies. 8.7. Fraudulent Payment Activity: The Advertiser must use payment methods that they are authorized to use. In the event a payment is flagged as fraudulent, disputed (chargeback), or otherwise deemed suspicious by the Company or the payment provider, the Company may freeze the corresponding funds and suspend the Account pending investigation. The Advertiser may be required to provide additional documentation to prove the legitimacy of a payment (such as cardholder identification, proof of wire transfer, etc.). The Company has the right to reverse any credits made to the Account if the original payment is subsequently invalidated (for instance, if a chargeback occurs, the equivalent amount will be debited from the Account balance). 9. Refund Policy 9.1. Eligibility for Refunds: The Company provides refunds of unused prepaid funds under certain conditions consistent with industry practice. If the Advertiser has funded their Account and decides not to continue using the service, they may request a refund of the remaining unused balance in their Account, subject to the terms below. Refunds are only available on funds that have not yet been spent on delivered Advertising and do not include any bonus credits, free credits, or promotional incentives that may have been added to the Account (such credits are non-refundable). 9.2. Refund Request Procedure: To initiate a refund, the Advertiser must submit a request to the Company’s support team (for example, via a designated “Refund Request” feature in the Account or by email to the Company’s official support email). The request should include the Advertiser’s account details and the reason for the refund. The Company may require the Advertiser to undergo identity verification (KYC) prior to processing a refund request, even if such verification was done before. This may involve submitting government-issued ID and proof of original payment method ownership, as a security measure. 9.3. Minimum Refund Amount: In general, refunds will only be processed if the remaining unused balance is above a certain minimum threshold. The Company’s standard minimum refundable amount is USD $50 (or €50). If the Advertiser’s remaining balance is below this threshold, the Company reserves the right to deny the refund request, except where required by law or at the Company’s discretion. (This policy avoids disproportionate processing costs on very small refunds.) 9.4. Timeframe for Refund Requests: Refund requests should be made within a reasonable time of the Advertiser ceasing use of the platform. If the Advertiser’s Account is inactive for an extended period or if this Agreement is terminated (by either party), any request for refund of remaining funds must be made within 30 days of the account closure or termination. After 30 days, unclaimed balances may be deemed forfeited or subject to administrative fees as allowed by law and Section 9.8 below. 9.5. Processing of Refunds: Upon receiving a valid refund request, the Company will review the Account to confirm the unused balance and ensure no violation of terms has occurred. If approved, the refund will be processed within 30 calendar days of confirmation of eligibility (the Company endeavors to process sooner, but 30 days is the maximum timeframe). Refunds will be credited back to the same payment method and account from which the funds originated. The Advertiser has no right to demand a refund via a different method or to a different recipient; this is to comply with anti-fraud and anti-money laundering rules. 9.6. Refund Fees: The Company reserves the right to deduct a processing fee from the refunded amount to cover the administrative costs of the refund. Typically, a fee of up to 5% of the refunded sum may apply. In cases of small balances, a flat fee equivalent to banking charges may be applied instead. The exact fee (if any) will be communicated to the Advertiser during the refund process, and the Advertiser may choose to proceed or cancel the refund request at that time. Additionally, any transaction fees charged by payment processors on the refund will be passed on to the Advertiser (i.e. deducted from the refunded amount). 9.7. No Refund in Case of Breach: If the Advertiser’s Account is terminated by the Company due to the Advertiser’s violation of these Terms (for example, due to fraudulent activity or prohibited content as described above), the Advertiser is not entitled to any refund of unused funds. In such cases, the Company may, in its discretion, retain the Advertiser’s remaining balance as liquidated damages or as a contractual penalty for the breach, and/or to offset any claims or losses incurred by the Company as a result of the Advertiser’s actions. The Company shall have no obligation to return funds that were obtained through the Advertiser’s misuse of the platform or violation of law. 9.8. Additional Refund Conditions: The Company will not issue refunds for funds that were credited as a result of incorrect or erroneous payment transactions until such transactions are verified. If a deposit was made in error or duplicate, the Advertiser should contact support immediately; such cases will be handled on an individual basis. No refunds will be provided for cryptocurrency payments due to the volatility and irreversibility of crypto transactions (any crypto deposits must be spent on the platform services). Furthermore, if the Advertiser has been on the platform for a long duration, the Company may limit refunds to funds deposited within the last 12 months – older remaining balances may be deemed expired and not eligible for refund. The Company will communicate any denial of refund and the reason to the Advertiser. 9.9. Effect of Refund: Once a refund is processed, the corresponding amount will be deducted from the Advertiser’s Account balance. If the Advertiser reconsiders after a refund and wishes to resume advertising, they will need to deposit new funds. The Company reserves the right to close an Account after refunding the remaining balance, especially if the refund is requested due to dissatisfaction with the service. (The Advertiser may always register again later, unless the account was terminated for cause.) 10. Termination and Suspension 10.1. Termination by Advertiser: The Advertiser may stop using the advertising services and terminate this Agreement at any time by ceasing to run campaigns and (if desired) by requesting closure of their Account. For account closure, the Advertiser should send a written notice to the Company’s support email requesting termination of the Account. The Company will confirm the closure of the Account typically within 5 business days of receipt of notice. Upon termination by the Advertiser, any unused funds in the Account may be refunded according to the Refund Policy in Section 9, provided the Advertiser is eligible and in compliance with these Terms. If the Advertiser has active campaigns at the time of the termination notice, the Advertiser should pause or cancel those campaigns; otherwise, the Company will do so upon processing the termination request. There shall be no penalty for the Advertiser’s voluntary termination of this Agreement, aside from forfeiture of any funds not eligible for refund under Section 9. 10.2. Termination or Suspension by Company (For Cause): The Company reserves the right to suspend or terminate the Advertiser’s Account immediately, with or without notice, if the Advertiser breaches any material term of this Agreement or engages in any activity that the Company deems fraudulent, illegal, or harmful to the platform’s integrity. Causes for termination by the Company include, but are not limited to: Violation of Content Rules: The Advertiser has published prohibited content or repeatedly violated Section 6 (Prohibited Content), despite warnings. Fraudulent Activity: The Company detects fraud by the Advertiser, such as the use of stolen payment methods or any form of dishonesty in the use of the service. Failure to Comply with Verification: Refusal or failure to provide requested KYC/verification information, or provision of falsified documents (see Section 4.3). Legal Non-Compliance: The Advertiser’s campaigns or business practices put the Company at risk of legal liability or regulatory non-compliance. Multiple Accounts / Evasion: The Advertiser created multiple accounts or attempted to circumvent an earlier suspension or ban. In the event of termination for cause, the Company will inform the Advertiser of the termination, and the Advertiser’s Account may be immediately disabled (login prevented). Any remaining balance may be frozen and ultimately forfeited by the Advertiser, as the Company is entitled to offset it against damages or costs resulting from the Advertiser’s breach. The Company shall have no further obligation to the Advertiser after a termination for cause, except to provide any legally required information or reports. 10.3. Suspension: As an alternative to termination, the Company may choose to suspend the Advertiser’s Account or specific campaigns while investigating a potential breach or issue. During suspension, the Advertiser’s campaigns will stop running and access to the Account may be limited. The Company will endeavor to investigate and resolve suspensions promptly. If the issue is resolved or deemed a false alarm, the Company may reinstate the Account and resume campaign delivery. If not, the Company may proceed to terminate as described above. The Advertiser is not entitled to any compensation for the period of suspension. 10.4. Termination without Cause: The Company reserves the right to terminate this Agreement at its convenience (without cause) by providing at least 5 business days’ prior notice to the Advertiser via email. In such case, the Company will deactivate the Account on the specified termination date. The Advertiser will be entitled to a refund of any unused balance remaining (regardless of amount, and without any processing fee) if the termination is initiated by the Company without cause. The refund will be processed promptly after the termination date. 10.5. Effect of Termination: Upon termination of this Agreement for any reason, the Advertiser must immediately cease all use of the Company’s platform and services. Any licenses or rights granted to the Advertiser to use the platform or the Company’s intellectual property are revoked as of the termination date. Sections of this Agreement which by their nature should survive termination (such as indemnification, limitation of liability, governing law, dispute resolution, and any payment obligations incurred prior to termination) shall survive. Termination of this Agreement does not relieve the Advertiser of responsibility for any outstanding fees or charges incurred prior to the date of termination. 10.6. Account Data on Termination: The Company may maintain archival copies of the Advertiser’s account information and campaign data for a period required by its data retention policies or applicable law, but is not obligated to retain such data indefinitely. The Advertiser is advised to export or save any needed reports or data before terminating the Account. After termination, the Advertiser will no longer have access to the Account interface. The Company will handle any personal data in the Account in accordance with its Privacy Policy and applicable law. 10.7. Reactivation: If the Advertiser’s Account was not terminated for cause, the Advertiser may contact the Company to reactivate the Account or create a new Account if they wish to resume using the services in the future. The Company reserves the right to refuse reactivation or new registration if the circumstances of the prior termination raise concerns (e.g., multiple terminations, prior violations). 11. Indemnification The Advertiser agrees to indemnify, defend, and hold harmless the Company, its parent company, subsidiaries, affiliates, and their respective directors, officers, employees, and agents (collectively, “Indemnified Parties”) from and against any and all claims, demands, complaints, lawsuits, liabilities, damages, losses, or expenses (including reasonable attorneys’ fees and costs) arising out of or related to: (a) the Advertiser’s use of the platform and services; (b) the Advertiser’s Advertising content, campaigns, or business practices; (c) any breach by the Advertiser of this Agreement or violation of any applicable law or regulation; or (d) infringement of any intellectual property or other right of any third party by the Advertiser’s Advertising or conduct. Under this indemnity, the Advertiser shall promptly reimburse any amounts that an Indemnified Party is required to pay to a third party due to the Advertiser’s actions or omissions, and for any costs of defending such claims (including settlements, provided that any settlement imposing liability on the Company requires the Company’s prior written consent). The Company will use reasonable efforts to notify the Advertiser of any claim for which it seeks indemnification, and to permit the Advertiser to control the defense of such claim (with counsel reasonably acceptable to the Company), provided that the Advertiser shall not agree to any settlement that admits fault or imposes non-monetary obligations on the Company without the Company’s prior consent. The Indemnified Parties have the right to participate in the defense with counsel of their choice at their own expense. The Advertiser’s indemnification obligations shall survive any termination or expiration of this Agreement. 12. Limitation of Liability 12.1. No Indirect or Consequential Damages: To the maximum extent permitted by law, the Company shall not be liable for any indirect, special, incidental, consequential, exemplary, or punitive damages arising out of or relating to this Agreement or the Advertiser’s use of the services, even if the Company was advised of the possibility of such damages. This exclusion includes, without limitation, damages for lost profits or revenue, lost business opportunities, lost data, business interruption, or cost of procuring substitute services. The Advertiser acknowledges that the service is provided over the internet and that the Company is not responsible for any downtime, delays, or failures outside its reasonable control (such as issues due to third-party partners, network outages, or force majeure events). 12.2. Cap on Liability: The Company’s total aggregate liability to the Advertiser for any and all claims arising under this Agreement or relating to the use of the advertising platform (whether in contract, tort (including negligence), or any other theory of liability) shall not exceed the total amount of fees actually paid by the Advertiser to the Company in the three (3) months immediately preceding the event giving rise to the claim. If no fees have been paid (for example, if the claim arises before any campaign has run), the Company’s liability shall be capped at US $100. This limitation is a fundamental part of the bargain and reflects the allocation of risk between the parties. 12.3. Exceptions: Nothing in this Agreement shall operate to exclude or limit liability that cannot be excluded or limited under law. For example, if applicable law prohibits exclusion of certain warranties or limitation of certain liabilities (such as for gross negligence, willful misconduct, or personal injury caused by negligence), those provisions of law will prevail over any conflicting term of this Section. However, in such cases, the Company’s liability will be limited to the fullest extent permitted by law. 12.4. Quality of Service Disclaimer: The Advertiser understands that the Company provides an open platform and makes no guarantee regarding the level of reach, impressions, clicks, or conversions that will be delivered. All services are provided “as is” and “as available”. Except as expressly set forth in this Agreement, the Company disclaims all warranties, express or implied, including any warranties of merchantability, fitness for a particular purpose, title, non-infringement, or that the services will be uninterrupted or error-free. The Advertiser uses the platform at their own risk. 12.5. No Liability for Certain Events: The Company shall not be liable for any failure to perform, or delay in performing, any obligation under this Agreement if such failure or delay is caused by circumstances beyond the Company’s reasonable control, including but not limited to acts of God, natural disasters, war, acts of terrorism, civil disturbances, strikes or labor disputes, power or internet outages, actions of government, or any other force majeure event. In any such event, the Company’s obligations will be suspended for the duration of the event, and for a reasonable period thereafter to restore normal operations. 13. Dispute Resolution and Governing Law 13.1. Governing Law: This Agreement and any dispute or claim (contractual or non-contractual) arising out of or related to it or its subject matter shall be governed by and construed in accordance with the laws of the Republic of Estonia, without regard to its conflict of law principles. The Advertiser agrees that EU law and regulations may also apply as appropriate (for example, consumer protection directives or digital services regulations) and that this Agreement will be interpreted so as to comply with applicable EU law where relevant. 13.2. Negotiation: In the event of any dispute or disagreement between the Company and the Advertiser arising out of the use of the platform or the terms of this Agreement, the parties shall first attempt to resolve the matter informally through negotiation. The Advertiser is encouraged to contact the Company’s support or legal department to discuss the issue. Both parties agree to engage in good-faith discussions to try to resolve any disputes for a period of at least 15 business days before proceeding to formal legal action or arbitration. 13.3. Jurisdiction and Venue: If a dispute cannot be resolved amicably, the dispute shall be submitted to the exclusive jurisdiction of the courts of Estonia. The parties agree that the appropriate forum for resolving any dispute shall be Harju County Court in Tallinn, Estonia, or if that court lacks subject matter jurisdiction, another appropriate court in Estonia. The Advertiser hereby consents to the personal jurisdiction of such courts and waives any objections on grounds of inconvenient forum or otherwise, provided that proper notice of the legal action is given. 13.4. Exception for Company’s Injunctive Relief: Notwithstanding the above, the Company retains the right to seek injunctive or equitable relief in any jurisdiction if necessary to protect its intellectual property, confidential information, or to prevent any unauthorized use of the platform that could cause irreparable harm. 13.5. Arbitration (Optional): At the Company’s sole discretion, certain smaller disputes or claims may be referred to binding arbitration in Estonia, in which case the Company will notify the Advertiser of this decision. If arbitration is initiated, it shall be conducted by a recognized arbitration institution in Estonia under its rules, and the decision of the arbitrator(s) shall be final and binding on both parties. Each party shall bear its own costs of arbitration, and share the arbitrator’s fees, except that the arbitrator may award costs and fees to the prevailing party in line with applicable law. 13.6. Limitation on Claims: To the extent permitted by law, any claim or cause of action arising out of this Agreement must be filed within one (1) year after such claim or cause arose. If the claim is not filed within that time frame, it shall be permanently barred. This clause does not apply to the Company’s claims for unpaid fees or misuse of service, which may be brought within the statutory period allowed by law. 13.7. Language: This Agreement is drafted in the English language. If it is translated into another language and any discrepancy arises between the English text and the translated text, the English version shall prevail in interpreting the Agreement. 14. Miscellaneous Provisions 14.1. Confidentiality: During the term of this Agreement, the Advertiser may receive or have access to certain non-public information relating to the Company’s business, platform, pricing, know-how, or other Advertisers and Publishers (“Confidential Information”). The Advertiser agrees not to disclose any Confidential Information to any third party without the Company’s prior written consent, and not to use Confidential Information for any purpose outside the scope of this Agreement. The Company also agrees to keep confidential any sensitive information the Advertiser provides (except for public information or as needed to perform the services). These confidentiality obligations shall survive for 3 years after termination of this Agreement, but do not apply to information that becomes public through no breach by the receiving party, or that is required to be disclosed by law or court order. 14.2. Intellectual Property Rights: All intellectual property and technology provided by the Company (including the platform software, algorithms, databases, reports, and website content) remain the sole property of the Company or its licensors. The Advertiser does not gain any proprietary interest in the platform by using the services. The Advertiser’s own content (the Advertising materials) remains the property of the Advertiser or its rightful owner; however, by using the platform, the Advertiser grants the Company and its publisher partners a non-exclusive, worldwide, royalty-free license to use, reproduce, display, and distribute the Advertising within the scope of the ad campaigns and for the Company’s marketing and promotional purposes (such as including the Advertiser’s name or logo in lists of clients, unless the Advertiser opts out). 14.3. Independent Contractors: The relationship between the Company and the Advertiser is that of independent contractors. Nothing in this Agreement shall be construed to create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. The Advertiser has no authority to act on behalf of or bind the Company, and vice versa. Each party remains solely responsible for its own taxes, employees, and business expenses. 14.4. Assignment: The Advertiser may not assign or transfer any of their rights or obligations under this Agreement to a third party without the prior written consent of the Company. Any attempt to assign without consent will be null and void. The Company may assign this Agreement or any rights/obligations under it to an affiliate or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets, with notice to the Advertiser (provided that the assignment will not relieve the Company of its obligations for past events). Subject to the foregoing, this Agreement will bind and benefit the respective successors and permitted assigns of the parties. 14.5. Severability: If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, illegal, or unenforceable, that provision shall be deemed modified to the minimum extent necessary to make it enforceable (or, if not possible, it shall be severed), and the remaining provisions of the Agreement shall remain in full force and effect. The parties will negotiate in good faith a lawful and enforceable provision that most closely reflects the original intent of the invalid provision. 14.6. Waiver: No waiver by either party of any breach or default shall be deemed a waiver of any preceding or subsequent breach of the same or any other provision. A delay or failure by either party to enforce a provision or exercise any right under this Agreement shall not be construed as a waiver of that provision or right – it will remain in full force and effect. Any waiver must be in writing and signed by the waiving party to be effective. 14.7. Notices: All legal notices or communications required or permitted under this Agreement shall be in writing and shall be deemed given: (i) if delivered personally, upon delivery; (ii) if sent by registered mail or an internationally recognized courier service to the respective addresses of the parties (for the Company, to its registered office or principal business address; for Advertiser, to the contact address provided in their Account), upon receipt as indicated by the delivery records; or (iii) if sent by email to the official email addresses on record, upon the email being sent and a confirmation of receipt obtained (automated receipt or reply). Routine communications (such as account or platform updates) may be sent by email or through in-dashboard notifications without formal notice requirements. 14.8. Headings and Interpretation: Section headings in this Agreement are for convenience only and have no legal effect on the interpretation of the clauses. Words in the singular include the plural and vice versa. The term “including” shall be interpreted to mean “including without limitation.” Both parties acknowledge that they have had the opportunity to review and negotiate this Agreement, and thus no presumption of drafting against the drafter shall apply. 14.9. Language: This Agreement is made in English. If it is translated into another language, the English version shall govern in case of conflict. All communications between the Advertiser and Company shall be in English, unless otherwise agreed. 14.10. Entire Agreement: This Terms and Conditions document (along with any Advertiser guidelines on content, any Insertion Order(s) or campaign-specific agreements, and any policies expressly incorporated by reference) constitutes the entire understanding between the Advertiser and the Company regarding the advertising services. It supersedes all prior or contemporaneous agreements, proposals, or communications, whether written or oral, relating to its subject matter. The Advertiser acknowledges that in entering into this Agreement they have not relied on any representation not expressly set forth herein. If there is any conflict between this Agreement and any insertion order or secondary document, the terms of this Agreement shall prevail unless the insertion order expressly overrides specific terms in a writing signed by both parties. By registering an account or clicking “I Agree” (or equivalent) to these Terms and Conditions, the Advertiser hereby agrees to all of the above terms. The Advertiser further acknowledges that they have read and understood this Agreement and intend to be legally bound by it. 15. Contact Information For any notices, requests or communications under this Agreement, please contact:support@meteortrail.net Registered office: Harju maakond, Tallinn, Kesklinna linnaosa, Sakala tn 7-2, 10141, Estonia