Powerads.ai Terms of Use

1.1. In order to access and use the Services, you may be required to register and create an account (an "Account"). You represent and warrant that all information you provide is accurate, complete and current, and you agree to keep it updated. The Company may suspend or terminate your Account, at its sole discretion, if information provided is untrue, inaccurate, not current, or incomplete. You are solely responsible for maintaining the confidentiality of your Account credentials and for all activities that occur under your Account (including activities by anyone who obtains access to your credentials, whether or not authorized by you). Unauthorized access to or use of your Account or the Services must be reported to the Company promptly. You may not assign or transfer your Account or credentials without the Company's prior written approval.

1.2. Company will store, process and use the information you provide through registration and through use of the Services in accordance with its privacy policy available at: support@powerads.ai (the "Privacy Policy"). We may use the email address associated with your Account (or provided in an Order Form) to send you operational messages, service-related notices and administrative communications, and, where permitted by applicable law, marketing messages. You may opt out of marketing communications as indicated in such messages (without affecting service-related communications).

2.1. Subject to these Terms and, where applicable, an Order Form, Company provides access to its proprietary technology hosted on third-party cloud infrastructure, enabling users to create, generate, manage and publish Marketing Materials and related content, including by using AI-powered agent and automation capabilities (the "Services"). Certain features and usage limits may depend on the subscription plan selected or purchased by you through the Account or agreed under an Order Form (the "Plan").

"Marketing Materials" means advertisements, marketing and promotional materials, campaign assets, and related content, in any format or medium, whether created, generated, adapted, customized, scheduled, published, communicated, or otherwise made available through the Services or the Platform.

The Plans, features, usage limits and fees (if applicable) are described on the Company's plans and pricing page at: https://powerads.ai/#pricing (the "Pricing Page"), as updated by Company from time to time. The Pricing Page is incorporated into these Terms by reference and forms an integral part of these Terms.

2.2. If agreed under an Order Form or enabled as part of the Services, the Services may permit you to include or run third-party advertisements, third-party content, or third-party integrations (collectively, "Third-Party Content"). Third-Party Content is provided by its respective third-party providers and is subject to their terms and policies. Company does not control, endorse, or assume responsibility for Third-Party Content and disclaims all liability arising from your access to or use of Third-Party Content, to the maximum extent permitted by law.

2.3. Social Media Platforms; Third-Party Policies. If you connect the Services to any social media platforms, advertising platforms, marketplaces, or other third-party services (collectively, "Social Media Platforms"), you acknowledge and agree that (a) you are solely responsible for connecting such Social Media Platforms to the Services and for granting Company and/or the Services the access, permissions, roles and authorizations required to publish, manage, distribute and/or otherwise process Marketing Materials and related content through such Social Media Platforms on your behalf, and you will ensure that any such access is granted and maintained in accordance with the applicable terms, conditions, policies and requirements of the relevant Social Media Platform; (i) the availability, functionality and permitted use of the Services in connection with any Social Media Platform depends on that Social Media Platform and may change at any time; (ii) Social Media Platforms may impose restrictions, suspensions, throttling, review processes, rate limits, content requirements, account requirements, or other limitations that may affect your ability to publish, run, manage, or distribute Marketing Materials and related content through the Services; (iii) you are solely responsible for complying with all applicable terms, policies, guidelines and legal requirements of each Social Media Platform (including advertising policies, promotions rules, influencer/endorsement disclosures, IP rules, data protection requirements, and community standards) and for ensuring that any Marketing Materials, targeting, configuration, audiences and other actions you take using the Services comply with such requirements; and (iv) Company is not responsible or liable for any denial, rejection, restriction, limited delivery, suspension, disabling, takedown, or termination by a Social Media Platform (including of any content, campaign, page, profile, channel or account), or for any losses, damages or costs arising from or relating to a Social Media Platform's policies, actions or technical operation, to the maximum extent permitted by law.

2.4. Support (if any) is provided for technical issues and errors by contacting: support@powerads.ai. Any support is provided at Company's sole reasonable discretion and may vary by Plan. Company is not responsible for issues attributable to your systems, Third-Party Content, Social Media Platforms, third-party services, your websites, applications, accounts on third-party platforms, or other digital properties and tools you use in connection with the Services. Company may use. Any technical information provided to, or collected by, Company as part of the technical support, may be used by Company for its business purposes, including for product support and development.

2.5. If you use a free or trial Plan, Company may modify, limit or discontinue such Plan (including features or caps) at any time, with or without notice, to the extent permitted by applicable law.

2.6. AI Features. The Services may include features, functionalities, capabilities, tools, services and components powered by artificial intelligence technologies (the "AI Features"). You acknowledge that AI technology is evolving and that outputs generated by AI Features ("Output") may be inaccurate, incomplete, misleading, offensive, non-compliant, or otherwise unsuitable, and may not be unique. You are solely responsible for (i) reviewing and validating any Output before using, publishing, distributing or relying on it; (ii) ensuring that your inputs, prompts, uploads, brand assets, instructions and other data you provide to the Services ("Input") and your use of Output comply with applicable laws and regulations (including advertising, consumer protection, anti-spam and data protection laws) and any third-party rights; (iii) obtaining all rights, permissions and consents required to provide Input and to use and publish Output, including where Input includes personal data or voice, image or likeness of an individual; and (iv) any decisions, actions or disclosures that content was generated with AI. AI Features may be powered, in whole or in part, by third-party providers ("Third-Party AI Providers"), and your Inputs and Outputs may be processed and temporarily retained by such providers as part of service operation. Company disclaims any warranties regarding Output accuracy, completeness, consistency, legality, or fitness for a particular purpose to the maximum extent permitted by law.

2.7. If the Services include any scripts, tags, pixels, SDKs, browser extensions, API integrations or other implementation components (collectively, "Integrations"), you must deploy and use them in accordance with the Company's then-current guidelines and technical documentation (the "Documentation"). Company will not be responsible for issues, errors, losses or reduced performance caused by an integration not implemented in accordance with the Documentation, and you will not be entitled to refunds or credits for such issues, to the maximum extent permitted by law.

2.8. Service Testing and Attribution. Company may, from time to time, conduct experiments and A/B testing, and make changes to improve performance, security, and user experience. Where the Services include embeddable or end-user facing components, Company may also include reasonable attribution indicating Company as the operator of the applicable component (for example, "Powered by"), as determined by Company.

2.9. Subject to these Terms and, where applicable, an Order Form, Company grants you a limited, revocable, non-exclusive, non-transferable and non-sublicensable license to access and use the Services solely for your internal business purposes (or, if you are an individual user, for your personal use), during the Term and in accordance with your Plan and these Terms (the "License").

2.10. Company may, at its sole discretion, (i) determine the features, settings, plans, pricing, quotas, caps or limitations applicable to the Services; and (ii) modify, update, enhance, improve, remove or discontinue the Services (or any part thereof), temporarily or permanently. Where you have prepaid Fees (as defined below), Company's liability (if any) for discontinuation, provided, that such discontinuation is not due to Your breach of these Terms, will be limited to any prepaid, unused Fees for the discontinued portion of the Services, unless otherwise required by applicable law.

3.1. You agree not to, and not to allow any third party to: (i) interfere with or disrupt the integrity or security of the Services or related systems; (ii) attempt to gain unauthorized access to the Services or related systems; (iii) use the Services in a manner that imposes an unreasonable or disproportionately large load on the Services infrastructure; (iv) sell, rent, lease, sublicense, assign, distribute, transfer, pledge, or share the License or your access to the Services, except as expressly permitted under an Order Form; (v) reverse engineer, decompile, disassemble, or attempt to discover the source code of any part of the Services; (vi) upload or transmit viruses, malware, or other harmful code; (vii) bypass or circumvent measures Company may use to prevent or restrict access to the Services; (viii) use the Services for any unlawful, fraudulent, misleading, or unauthorized purpose, or in a way that could give rise to civil or criminal liability; (ix) modify, translate, create derivative works of, or otherwise attempt to create a competing product based on the Services; (x) use the Services in a manner that violates or infringes any third-party rights (including privacy or intellectual property rights); or (xi) scrape, crawl, index, cache, or store any substantial portion of the Services, except as permitted by the Services' intended functionality or with Company's written consent.

3.2. You may not: (i) access or use the Services in excess of your Plan limits (including user seats, workspaces, brands, accounts, usage volume, or other caps); (ii) allow more users than permitted under your Plan to access the Services; or (iii) use the Services to create or publish content in excess of your Plan limits or in a way intended to circumvent usage caps.

3.3. If you violate this Section 3, Company may suspend or terminate your access to the Services (in whole or in part) and/or terminate these Terms, in each case at Company's sole discretion. If you exceed Plan limits, Company may (i) charge you the applicable overage fees (if any) or require you to upgrade your Plan, and/or (ii) suspend usage until the next billing period or until you upgrade, as applicable. and as permitted under the Pricing Page or Order Form. The foregoing rights are in addition to any other remedies available to Company under these Terms or applicable law, and without liability, including for prepaid Services.

4.1. Each party represents and warrants to the other party that: (i) it has the full corporate right, power and authority to enter these Terms and to perform the acts required of it hereunder; and (ii) these Terms constitute the legal, valid and binding obligation of each party, enforceable against each party in accordance with its terms.

4.2. Company further represents and warrants that: (i) it owns or has the legal rights in the Services; and (ii) it will provide the Services in a workmanlike manner.

4.3. You represent and warrant that: (i) you own or have obtained all necessary rights, licenses, permissions and consents in and to any websites, accounts, pages, channels, ad accounts, data sources, brand assets, text, images, prompts, and other content you provide to the Services or use in connection with the Services (including any Input) and any Marketing Materials you create, generate, publish or distribute using the Services; (ii) your use of the Services, your Inputs and your use and publication of Outputs will not infringe, misappropriate or otherwise violate any third-party rights (including intellectual property, privacy and publicity rights); and (iii) you will comply with all applicable laws and regulations, including those relating to advertising disclosures, consumer protection, anti-spam, and data protection.

5.1. Your Content and Responsibility. Any content, data, materials, prompts, brand assets, and other information you submit to the Services (including Input) and any Marketing Materials or other content you generate, schedule, publish or distribute through the Services (including Output) (collectively, "User Content") are your sole responsibility. Notwithstanding the foregoing, (a) any general publicly available data that is accessed, collected, or used in connection with the Services or the Platform, and (b) any data, results, insights, learnings, aggregates, models, improvements, and other outputs generated or derived through AI Features or functionalities made available as part of the Services or the Platform (collectively, "Company Data"), including any Company Data that is embedded or made part of the User Content, will not be deemed "User Content." Company may use, exploit, reproduce, modify, create derivative works from, distribute, and otherwise commercialize Company Data for any purpose, including to provide, support, improve, develop, and market the Services and other products or services, and to perform services for other customers (including competitors), in each case to the maximum extent permitted by applicable law.

To the extent any Company Data is incorporated into Marketing Materials, User Content or other deliverables generated for you through the Services (the "Deliverables"), Company shall retain title and ownership to such Company Data and hereby grants you a non-exclusive, worldwide, royalty-free, sublicensable (through multiple tiers), transferable license, to use, reproduce, display, perform, distribute, and create derivative works of such Company Data solely as incorporated in the Deliverables and solely for your internal business purposes and marketing in connection with the Deliverables, subject to your compliance with this Agreement.

You must ensure that your User Content and your use of the Services comply with applicable laws and industry standards and do not include: (i) false, misleading or deceptive content; (ii) discriminatory content (including based on race, ethnicity, gender, religion, sexual orientation, age or disability); (iii) defamatory, obscene, pornographic, sexually explicit, abusive or harassing content; (iv) content promoting illegal activities; (v) content that infringes third-party rights (including copyrighted materials used without permission); or (vi) any content otherwise prohibited by applicable law (collectively, "Prohibited Content").

5.2. License to Operate the Services. You grant Company a non-exclusive, worldwide, royalty-free license, during the Term, to host, use, reproduce, process, transmit, display, distribute, publish, and create technical modifications of User Content solely as necessary to provide, maintain and improve the Services, to provide support, to prevent or address technical or security issues, and to comply with applicable law. Company does not acquire ownership of your User Content.

5.3. Leads Management; Use of Lead Data. To the extent you upload, submit, collect, import, sync or otherwise make available to the Services any contact information or other data relating to prospects, leads, customers, or other individuals (collectively, "Leads"), you instruct and authorize Company to use such data to (i) provide the Services, including creating, generating, personalizing, and delivering or making available Marketing Materials and communications to such Leads on your behalf through channels you configure or enable in the Services, and (ii) operate, maintain, secure and improve the Services. You acknowledge and agree that, as between you and Company, Company may retain Lead details and related data and may use such Lead details and related data for Company's business purposes, including analytics, benchmarking, product improvement, marketing and sales, and generating and offering services to you or others, in each case to the maximum extent permitted by applicable law, and that Company may also use and approach (including contact) the Leads for Company's own commercial purposes, including marketing its own services and operations, to the maximum extent permitted by applicable law. You represent and warrant that you have provided all required notices and obtained all necessary rights, permissions and consents (including under applicable privacy and marketing laws) to provide Lead data to Company and to authorize the processing and uses described in this section.

5.4. Advertising/Fraud Prevention. If the Services enable advertising, analytics, tracking, affiliate programs, or other performance-based or monetized activities, you will not generate or attempt to increase impressions, clicks, conversions, installs, leads, usage events, or other metrics through fraudulent, invalid, deceptive, automated, or non-human means ("Fraudulent Activity"). Company may determine Fraudulent Activity in good faith based on reasonable indicators. If Company reasonably suspects Fraudulent Activity, Company may suspend or terminate your access and/or withhold, adjust, or deny payments, credits or benefits attributable to such Fraudulent Activity, in addition to any other remedies available under these Terms or applicable law.

6.1. The payment model and consideration for the License and Services are subject to the applicable Plan obtained by You, as detailed under Company's Pricing Page and as shall be presented to You upon sign-up or purchase of a Plan through Your Account ("Revenue Models")(collectively the "Consideration").

6.2. Fees will be billed and charged monthly or annually (as applicable to the Plan) on the Commencement Date of the Initial Term and at the beginning of each Renewed Term and no Service will be provided prior to such payment, unless otherwise agreed under an Order Form executed between the parties.

6.3. Purchase of Plans is non-cancelable and non-refundable for the applicable Initial Terms or each Renewed Term, regardless of use by You in whole or in part.

6.4. Without derogating from the foregoing, Company reserves the right to change the Fees, from time to time, without notice. These changes will apply upon each Renewed Term following such a change or upon change for the purchase of new or additional Plans, unless otherwise agreed under an Order Form. It is your responsibility to review the terms of each Plan prior to each Renewed Term.

6.5. Promotional Offers: Company may, from time to time, offer special promotions, discounts, money-back, etc. These offers shall be subject to the terms provided therein and Company may revise, cease or cancel such promotional offers at any time, subject to its sole discretion.

7.1. These Terms shall commence on the date you have accepted its terms by either (i) accessing or using the Website or our Services; (ii) creating an account or signing up to our Services; (iii) clicking "accept" (or similar); or (iv) executing an Order Form.

7.2. The initial term of a Plan will commence on the date the Plan was purchased through Your Account, or, if applicable as agreed under the Order Form ("Commencement Date"), and for the period of time or otherwise the capacity detailed under the applicable Plan ("Initial Term"). Following the Initial Term, the Plan will be automatically renewed for additional successive periods as the Initial Term (each a "Renewed Term" and collectively with the Initial Term shall be referred to as the "Term"). Note that, where applicable, your payment method provided through registration or under an Order Form will be charged at the beginning of each Renewed Term.

7.3. You may stop using the Services at any time. If you have a paid Plan, you may cancel renewal by providing Company with notice (or by using the cancellation functionality in your Account, if available) at least five (5) days prior to the end of the then-current Initial Term or Renewed Term, as applicable. Unless otherwise required by applicable law or expressly stated in an Order Form, cancellation will be effective at the end of the then-current term and you will remain responsible for Fees through the end of that term.

7.4. Company may suspend or terminate your access to the Services, your Account, and/or these Terms: (i) for convenience with 24 hours' prior notice (to the extent permitted by applicable law); (ii) immediately if Company reasonably believes you have breached these Terms or your use poses a security, legal, or reputational risk to Company, the Services, or any third party; or (iii) immediately upon insolvency-related events. In the event of suspension or termination, Company may disable access to your Account and User Content and may remove or delete User Content in accordance with these Terms, without liability, to the maximum extent permitted by applicable law. Notwithstanding the foregoing, if Company terminates your paid subscription for convenience (and not due to your breach of these Terms), Company's sole obligation and liability will be to provide a pro-rata refund of pre-paid subscription Fees for the unused portion of the then-current subscription term (excluding any non-refundable fees, usage-based charges, taxes, and third-party pass-through costs), subject to applicable law.

7.5. Upon the expiration or termination of these Terms, you shall cease use of any part of the Services and remove any integration from Your systems. You shall be responsible to discontinue access, if any, to Social Media Platforms. All sections detailed herein which by their nature are intended to survive termination, shall survive termination or expiration for any reason.

8.1. The Intellectual Property Rights and all other rights, title and interest of any nature in and to the Platform, Website and/or the Services or any related Documentations made available by or on behalf of Company hereunder (including all modifications, enhancements, upgrades, customizations and derivative works thereof, and excluding third party content, if applicable) are and shall remain the exclusive property of Company and its licensors. "Intellectual Property Rights" shall mean all intellectual property rights of every kind and description, including without limitation: (i) rights in or to trademarks and service marks, (ii) patents and patent applications, (iii) rights in or to copyrights, (iv) rights in or to trade secrets and confidential information, (v) rights in software and computer code; and (vi) all applications and registrations of any of the foregoing.

8.2. If Company receives any feedback (e.g., questions, comments, suggestions etc.) regarding any of the Services ("Feedback"), all rights, including Intellectual Property Rights in such Feedback shall belong exclusively to Company and to the extent required by applicable law then you hereby irrevocably transfer and assign to Company all Intellectual Property Rights in such Feedback and waive any and all moral rights that you may have in respect thereto.

8.3. Unless you opt out in writing, you grant Company the right to use your name and logo to identify you as a customer/user of the Services in Company's marketing materials and public announcements.

8.4. Nothing in these Terms shall be construed as transferring any right, title or interest to you or any third party, unless explicitly stated hereunder. Company and its licensors reserve all rights not expressly granted in these Terms.

8.5. Notwithstanding anything to the contrary herein, you acknowledge and agree that Company may use User Content in aggregated and/or de-identified form for internal analysis, research, development, and improvement of the Services.

12.1. To the extent you use the Services in a manner that involves the collection, sharing or processing of data that identifies a natural person or can make a natural person identifiable ("Personal Data") (for example, through pixels, tags, cookies, SDKs, tracking links, forms, chat widgets, or other tools), you are responsible for complying with applicable privacy and data protection laws which include providing legally adequate notices and, to the extent required, obtaining all necessary consents from individuals for any processing of Personal Data conducted in connection with the Services (including by Company), and for maintaining a privacy policy compliant with applicable laws that discloses your use of the Services and any sharing of data with Company for Company's own purposes.

12.2. In addition to the above, you acknowledge that with respect to any Personal Data Company is provided with in the course of the Services, relating to your prospects, leads, customers, end users or other individuals, you and Company each act as independent data controllers (or equivalent roles under applicable data protection laws) with respect to the Personal Data each process in connection with the Services. Each party will be responsible for its own compliance with applicable privacy and data protection laws for the Processing it performs as a controller.

14.1. Governing Law and Jurisdiction. These Terms and any dispute arising out of or relating to these Terms or the Services shall be governed by the laws of the State of Israel, without regard to conflict of law principles. The parties agree that any claim shall be brought exclusively in the competent courts located in Tel Aviv, Israel.

14.2. Relationship of the Parties. Each party is an independent contractor and as such will not have any authority to bind or commit the other. Nothing herein shall be deemed or construed to create a joint venture, fiduciary or agency relationship between the parties for any purpose.

14.3. Assignment. You may not assign or transfer these Terms without the prior written consent of Company. Company may assign these Terms and/or any rights or obligations hereunder upon notice to you, including in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets.

14.4. Force Majeure. Neither party shall be liable for any delay or failure to perform if and to the extent that such delay or failure to perform is caused by circumstances beyond the nonperforming party's reasonable control, including strikes, lockouts, labor troubles, restrictive government or judicial orders or decrees, riots, insurrection, war, terrorism, Acts of God, and/or inclement weather weather, which the non-performing party is unable to prevent by the exercise of reasonable due diligence, and provided that the non-performing party uses its best efforts to overcome any such circumstances.

14.5. Entire Agreement. These Terms, together with any documents incorporated by reference (including the Pricing Page and the Privacy Policy) and any executed Order Form, constitute the entire agreement between the parties regarding the Services and supersede all prior or contemporaneous agreements and understandings, whether written or oral, relating to the Services.

14.6. Severability. Should any one or more of the provisions of these Terms be determined to be invalid, unlawful, or unenforceable in any respect, the validity, legality, and enforceability of the remaining provisions of these Terms shall not in any way be affected or impaired by such determination and will remain in full force and effect, and the provision affected will be construed so as to be enforceable to the maximum extent permissible by law.

14.7. Waiver. A delay or omission by either party to exercise any right under these Terms shall not be construed to be a waiver of such right. A waiver by either party of any of the performance provisions of these Terms shall not be construed to be a waiver of any succeeding performance or breach.