Last updated on Jan 15, 2020
Welcome to AdSimpli! The AdSimpli application and website, and the services and products offered therein (collectively, the “Service”), are provided by Yang Enterprise Solutions LLC (the “Company”) for the use of our customers. By using the Service, you agree to comply with and be bound by the following terms and conditions of use (the “Agreement”). Please review these terms and conditions carefully. If you do not agree to these terms and conditions, you should not use the Service.
By accessing and using the Service, you acknowledge and agree to be bound by this Agreement. Company may revise this Agreement at any time by updating this Agreement and posting it on the Service. Accordingly, you should visit the Service and review the terms and conditions of use periodically to determine if any changes have been made. Your continued use of the Service after any changes have been made to this Agreement signifies and confirms your acceptance of any such changes or amendments to the Agreement. You can view the most recent version of this Agreement, which supersedes all previous versions, at any time at https://adsimpli.com/tos.html.
Any new features that are added to the current Service, including the release of new features, integrations, tools, resources, applications or any new type of Service, will be subject to this Agreement. Your continued use of the Service after any such change(s) will constitute your full consent to this Agreement with respect to such changes and new features.
All content included as part of the Service is and will continue to be the property of Company or its content suppliers and is protected under applicable copyright, patent, trademark, and other proprietary rights, unless otherwise specified. Any copying, redistribution, use or publication by you of any such content or any part of the Service is prohibited, except as expressly permitted in this Agreement. Under no circumstances will you acquire any ownership rights or other interest in any content by or through your use of the Service, except as otherwise provided herein for User Content (defined below).
You understand and agree that Company will not be held responsible for content posted or uploaded by you or by other users of the Service (“User Content”). You agree to indemnify, defend and hold Company harmless from any and all claims of intellectual property infringement, including without limitation, for trade secret, copyright, trademark, or patent infringement, as a result of User Content you upload to the Service, including, but not limited to, any images or other multimedia that are uploaded by you. You will retain ownership of the User Content that you upload.
Company prohibits certain conduct while using the Service. By using the Service, you agree to be subject to and comply with any posted guidelines or rules applicable to such Service, which may be posted and modified at any time in the sole discretion of the Company. Further, you understand and agree that Company may, from time to time, review content posted on the Service and remove any content that it deems, in its sole discretion, to fail to comply with posted guidelines or this Agreement.
However, by using the Service and uploading User Content to the Service, you grant Company a royalty-free, non-exclusive license to use the User Content, including but not limited to, to display the content through the Service or on other third party platforms or websites as part of a marketing or advertising campaign established by the Service.
Further, by using the Service, you grant Company a royalty-free, non-exclusive license to use your business name or logo, even if the same are protected by trademark rights, as part of Company’s advertising for the Service, including, but not limited to, publishing your business’ name and logo in a “list of clients” or other advertising materials for the Service. Such use by the Company will be with the clear understanding that Company does not own any rights in your company name or logo, but rather, that such use by Company is authorized by you for the sole purpose of advertising the Service. Should you object to such advertising use, please notify Company at email@example.com and your business name and logo will be promptly removed from the Service and any and all promotional and advertising materials.
The Service includes, but is not limited to, a tool for Shopify merchants to create Facebook ads to market their products, to manage their Facebook ads created via the Service, to track the performance of their Facebook ads created via the Service, and to manage their creative assets
The Service is owned and operated exclusively by Company with the assistance of third party applications and websites, including but not limited to, Facebook and Google.
Company hereby grants you a non-exclusive, royalty-free, revocable license to use the Service during the Term (the “License”), subject to the following restrictions and limitations:
1. The Service may only be used by establishing an account on or through the Service for your use. Your authorized representatives may also use your account. You agree that you will not allow unauthorized representatives to use your account and that you will take reasonable security measures to protect your account credentials to guard against the same. You understand and agree that you are legally responsible for any and all actions on the Service or on any approved third party vendor platform associated with the Service, including but not limited to Facebook and Google, that originate from or are generated by your account;
2. You agree that you, and any of your authorized representatives, will comply with, and be bound by, this Agreement at all times;
3. You understand and agree that you have no right to license, sub-license, assign, or otherwise transfer your rights under the License and that such attempted transfer of your rights shall be null and void;
4. You agree not to copy, publish, or distribute any of the content provided on the Service without the express written consent of Company;
5. You shall not modify, alter, edit, adapt or otherwise change the Service or any of the content or software included therein. You shall not attempt to do the same.
6. You agree that you will not reverse engineer or attempt to reverse engineer the Service. Further, you agree that you shall not allow your employees, agents, associates, contractors or other related parties to reverse engineer or attempt to reverse engineer the Service. The restrictions in this paragraph shall not apply if reverse engineering is required by law or if permission to reverse engineer is granted by Company in writing.
7. You understand and agree that your use of the Service is limited to use in an ordinary and reasonable manner for the purpose set forth herein. Further, you agree to refrain from any and all use and actions that damage, or may damage, the Service or otherwise impair the availability or accessibility of the Service, including but not limited to all features and content of the Service, for yourself or others.
8. You acknowledge and agree that the source code and object code, and all other algorithms and software associated with the Service are the sole property of the Company and that you will not access or attempt to access the same. This paragraph shall apply during and after the Term of the Agreement, as defined below.
9. You shall not use the Service in any way or in connection with any activity that is illegal, abusive, harassing, harmful, or otherwise objectionable to Company.
Violation of the restrictions on the License above shall be considered a default of the terms of this Agreement and Company reserves the right, in its sole discretion, to take appropriate corrective action, including but not limited to, disabling or deactivating, either temporarily or permanently, any accounts that fail to comply with this Agreement.
By using the Service, you understand that the User Content you upload to the Service will be posted and used on Facebook. As such, you agree to be bound by any and all applicable policies and agreements relating to the use of Facebook, including but not limited to: Facebook’s Terms of Service (available at: https://www.facebook.com/terms.php) and Facebook’s Advertising Policies (available at: https://www.facebook.com/policies/ads/).
The Company merely provides the tool and functionality described in Section 4. As such, you understand and agree that you have evaluated and understand the risk of advertising on Facebook and are solely responsible for any and all risks and liabilities associated with posting User Content that you upload to the Service to Facebook. Company has no obligation to, and does not, review User Content that is posted to Facebook. However, Company reserves the right, in its sole discretion, to remove any such content that violates this Agreement or Facebook’s policies. All of the content on Facebook is owned by Facebook or other third parties. Company makes no representations or warranties regarding ownership or a license to use the same. You agree to comply with all applicable copyright laws and other terms and restrictions for third party content, whether from Facebook or otherwise, through your use of the Service.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT COMPANY WILL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR SUCH DAMAGES WERE REASONABLY FORESEEABLE, RESULTING FROM THE USE OR THE INABILITY TO USE THE SERVICE, UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, STATEMENTS OR CONDUCT OF ANY THIRD PARTY INCLUDING ADVERTISERS ON THE SERVICE, THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE, AND FOR ANY OTHER MATTER RELATING TO THE SERVICE.
In no event will Company be liable to you for any amount of money over Five Hundred U.S. Dollars ($500.00), which you acknowledge to be a fair and reasonable sum in the event of any loss by you of any kind.
You may have additional rights under certain laws (including consumer laws) that do not allow the exclusion of implied warranties, or the exclusion or limitation of certain damages. If these laws apply to you, the exclusions or limitations in this Agreement that directly conflict with such laws may not apply to you.
We will provide the Service to you free of cost during a trial period, the length of which shall be determined in the sole discretion of the Company. After the expiration of the trial period, the Company will begin to charge a subscription fee for continued use of the Service. Company will provide you with advance notice of the end of the trial period and the beginning of any required payments to continue use of the Service. Before the end of the trial period, information regarding subscription plans will be posted to the Company's website.
If you elect to continue using the Service after expiration of the trial period, you agree to pay the listed subscription price on the Website. Subscription pricing is established in the sole discretion of the Company based on market factors. Company reserves the right to adjust the subscription pricing in its sole discretion from time to time. You will be provided with advance notice of any changes to the applicable subscription price. Further, you agree to pay any and all applicable local taxes related to your subscription.
Billing for subscription fees is handled by Shopify on behalf of all merchants. As such, the payment of subscription fees for the Service is governed by the Shopify Terms and Conditions (available at https://www.shopify.com/legal/terms). By agreeing to pay the subscription fees and making payment of the same, you agree to Shopify’s Terms and Conditions at the above link as well as any other applicable legal agreements from Shopify regarding collection and processing of the subscription fees.
Your subscription begins on the day you make a valid payment of the posted subscription fees for the Service through Shopify and shall continue to remain in full force and effect until the earlier of: (i) cancellation of your subscription through Shopify or (ii) inactivation and deletion of your account on the Service. Requests for refunds of the subscription fees shall be limited to a full refund of the fees for one (1) month in which the refund request is made. Please contact us at the email address below if you have any questions regarding these billing procedures or would like to dispute a transaction.
You consent to receive communications from us electronically via e-mail. Further, the Company and you acknowledge and agree that communications by e-mail satisfy any applicable “in writing” requirement herein.
The Service is intended for adults only. You must be at least 13 years of age in order to use the Service. If you are not at least 13 years of age, you shall immediately and permanently discontinue use of the Service until such time as you are 13 years of age or older.
You agree to indemnify, defend, and hold Company and our partners, employees, and affiliates, harmless from any liability, loss, claim and expense, including reasonable attorney's fees, related to third party claims, your violation of this Agreement, and your use of the Service.
The use of the Service is at your sole risk. The Service is provided on an "as is" and "as available" basis. COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
COMPANY MAKES NO WARRANTY THAT (1) THE SERVICE WILL MEET YOUR REQUIREMENTS, (2) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (3) THE RESULTS OF USING THE SERVICE WILL BE ACCURATE OR RELIABLE, (4) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED THROUGH YOUR USE OF THE SERVICE WILL MEET YOUR EXPECTATIONS, OR (5) THAT THE SOFTWARE WILL BE ERROR-FREE AND ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
No advice or information, whether oral or written, obtained by you from Company or through Service shall create a warranty not expressly stated in this Agreement.
If you believe your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have otherwise been violated, please provide a notice containing all of the following information to our Copyright Agent:
a. An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
b. A description of the copyrighted work or protected work that you claim has been infringed;
c. A description of where the material that you claim is infringing is located on the Service;
d. Your address, telephone number, and e-mail address;
e. A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law; and
f. A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the owner's behalf.
Our Copyright Agent for notice of claims of copyright or intellectual property infringement on the Service can be reached by e-mail: firstname.lastname@example.org.
It is Company’s policy, in appropriate circumstances, to terminate the accounts of users who are repeat infringers or who are repeatedly charged with infringement.
This Agreement will remain in full force and effect from the date of your approval of this Agreement until such time as the Agreement is terminated, as defined below (the “Term”). The Company may terminate this Agreement at any time in its sole discretion, with or without notice, for any reason. You may terminate this Agreement at any time, except any provisions herein that survive termination, by uninstalling the Adsimpli application or closing your Shopify store.
Company reserves the right at all times to disclose any information, including personally identifiable information about you, as necessary to satisfy any applicable law, regulation, legal process or governmental request. Company reserves the right to fully cooperate with any law enforcement authorities or court order requesting or directing Company to disclose the identity of anyone posting any content, or publishing or otherwise making available any materials that are believed to violate the Agreement. Company will use reasonable efforts to notify you in connection with any such inquiry; provided, however, that the inquiry in question is not confidential, and further provided that Company shall have no duty to disclose such information and therefore shall not be liable to you in connection with any non-disclosure.
BY ACCEPTING THIS AGREEMENT YOU WAIVE ALL RIGHTS AND AGREE TO HOLD COMPANY HARMLESS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY COMPANY DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER COMPANY OR ANY LAW ENFORCEMENT OR REGULATORY AUTHORITIES.
a. Applicable Law and Arbitration. You agree that the laws of the state of Washington, without regard to conflicts of laws provisions will govern this Agreement and any dispute that may arise between you and Company or its affiliates. All disputes between the parties will be arbitrated in King County, Washington, under the rules of the American Arbitration Association.
b. Severability. If any provision of this Agreement shall be adjudged by any court of competent jurisdiction to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect.
c. Waiver. The failure of Company to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. Any waiver of this Agreement by Company must be in writing and signed by an authorized representative of Company.
d. Relationship of the Parties. Nothing contained in this Agreement or your use of the Service shall be construed to constitute either party as a partner, joint venturer, employee or agent of the other party, nor shall either party hold itself out as such. Neither party has any right or authority to incur, assume or create, in writing or otherwise, any warranty, liability or other obligation of any kind, express or implied, in the name of or on behalf of the other party, it being intended by both parties that each shall remain independent and responsible for their own actions.
You can reach us by email at email@example.com.