TERMS OF USE

ITLINKSTO, INC, (TA "TAPPER" "WE", "OUR", or "US" WELCOMES YOU (“CUSTOMER”). THE FOLLOWING AGREEMENT ENTERED INTO BETWEEN YOU AND TAPPER (THE "AGREEMENT”), STIPULATE THE TERMS AND CONDITIONS OF YOUR USE OF THE SAAS PRODUCT. THE SAAS PRODUCT IS PROVIDED SOLELY FOR YOUR BUSINESS OWN USE. BY ACCESSING OR USING THE SAAS PRODUCT, YOU AGREE TO THESE TERMS. IF YOU ARE ENTERING INTO THESE TERMS ON BEHALF OF A COMPANY OR ANOTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY AND ITS AFFILIATES TO THESE TERMS, IN WHICH CASE THE TERM "CUSTOMER" WILL REFER TO SUCH ENTITY AND ITS AFFILIATES. IF THE LEGAL ENTITY THAT YOU REPRESENT DOES NOT AGREE WITH THESE TERMS, YOU MUST NOT ACCEPT THESE TERMS AND/OR USE THE SAAS PRODUCT.

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1. DEFINITIONS

Any term used herein and not otherwise defined shall have the meaning ascribed there to to in the Master Terms of Services.‍‍

‍“Account” means your Tapper account.
“Ad Platform” means a third-party online advertising platform that the Service is compatible with, as specified in the Service Documentation.
“Tapper Code” means our proprietary software code snippet to be installed on webpage(s) that you lawfully own or control for the purpose of providing you the Service.
“Click Fraud” means a fraudulent click on Your Ad.
“Fees” means the applicable service fees, as set forth in section ‎7.
“Output Data” means the various reports, analytics, and other types of information and data that the Service may generate, provides, or make available to you.
“Term” means the period of these Terms as specified in sections ‎5 and 8 below.     “Users” means those that click on one of Your Ads.
“Your Ad(s)” means an instance of your online ad on the Ad Platform, where such instance is configured to inter-operate with the Service.
“Service(s)” means Tapper services.

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2. REGISTRATION AND USER ACCOUNT

2.1. You must be registered in order to use the Service. In order to apply for registration, you must complete our online application form in which we will indicate the mandatory fields for completion. If you do not provide the required information in these fields, you will not be able to register. You must provide true, accurate and complete information. Note that we may, in our sole discretion, decline your registration application.

2.2. Login to the Service is authenticated with a password, which you should periodically change. You must maintain the confidentiality of your Service account login details.

2.3. The Ad Fraud Service is only compatible with the Ad Platform. In order to benefit from the Ad Fraud Service, you must acquire, at your own cost, advertising campaign(s) on the Ad Platform. Any and all negotiations, dealings and engagements concerning such advertising campaign(s) are strictly between you and the operator of the Ad Platform. We take no part in, and are not a party to, such negotiations, dealings and engagements.

2.4. We encourage you to log-in to your Account on the Service frequently and to thoroughly review your account status and Output Data.

2.5. Tapper's use and transfer of information received from Google APIs to any other app will adhere to Google API Services User Data Policy, including the Limited Use requirements.

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3. USAGE

Subject to this Agreement, the completion of your registration and your payment of the applicable Fees, you may, during the Term, access and use the Service and the Output Data, strictly and solely for your internal business purposes, and copy, install and use the Tapper Code on webpages that you lawfully own or control.

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4. ACCESS

4.1. By entering into this Agreement, you grant us permission to access your administrator account on the Ad Platform, for the purpose of providing you with the Service. To effectuate this, you will provide us your Ad Platform account information that we request. 

4.2. On occasion, we may access and use your account on the Service, strictly for the purposes of operating the Service, assisting you with technical or billing issues, and improving and enhancing the Service.

4.3. The Ad Fraud Service does not provide, and is not intended as, as data back-up service.

4.4.You assume sole and exclusive responsibility to carry out such actions as you deem appropriate as a result of the Output Data. We have no responsibility or liability, regarding your reliance upon, or use of, the Output Data, your actions, or omissions in connection with the Output Data, or any consequences resulting therefrom.

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5. CONCLUSION, DURATION AND TERMINATION OF CONTRACT

5.1 The following section exclusively applies to Enterprise customers:

5.1.1 The contract is concluded upon signature by both parties.

5.1.2 The term of the contract and, accordingly, the billing shall begin upon setup, i.e. the time at which the Tapper Code is provided.

5.1.3 The term of the contract is twelve months, unless a different term has been contractually agreed (hereinafter “Regular Contract Term”). The contract shall be automatically extended for the term of the Regular Contract Term, unless terminated by a contracting party with a notice period of 30 days to the end of the respective contract. The termination does not require any justification and must be declared in writing to the other party. The right to extraordinary termination of both parties remains unaffected.

5.1.4 Tapper is entitled to irrevocably delete all data stored during the term of the contract after termination of the contract. At the request of the Customer, a data export can be made according to the specifications of Tapper.

5.1.5  Upon termination of the contract, the Customer is obligated to delete without request all reproductions of the provided software and the Tapper-code. If the Tapper-code is not or not completely removed from the Customer’s presences immediately after the end of the contract, Tapper is entitled to demand the fee agreed with the Customer for the duration and until the Tapper-code is completely removed from the Customer’s presences. The removal of the Tapper-code is to be regarded as incomplete, among other things, if data is still transmitted from the Customer’s presences to the Tapper servers.

5.2 The following section applies to all other customers:

5.2.1 The presentation of the service on the Internet does not constitute an offer, but only an invitation to submit an offer. Tapper can declare acceptance within 24 hours either by written order confirmation (e-mail is sufficient) or by providing the service to the customer. In the latter case, the customer waives the receipt of the declaration of acceptance. Only through this acceptance, the contract between the customer and Tapper is concluded. Tapper is not obliged to accept the offer.

5.2.2 The contract is concluded by booking a package under Tapper.ai. The Customer can select a package on the Tapper.ai website or in his already created Tapper account. The order of a package is considered as a binding offer of the customer to conclude a contract with costs for the selected Tapper package, which may be accepted by Tapper in accordance with clause 5.2.1. To order a package, it is necessary for the customer to enter his billing and payment information.

5.2.3 The term of the contract and, accordingly, the billing shall begin upon setup, i.e. the time at which the Tapper Code is provided. Tapper-Code means the code provided by Tapper, which is integrated into the Customer presence and carries out the data transfer to the Tapper servers.

5.2.4 Tapper offers monthly-billed and yearly-billed plans. The term of the contract is one month for the monthly billed plans and twelve month for the yearly billed plans (hereinafter “Regular Contract Term”), unless a different term has been contractually agreed. The contract shall be automatically extended for the term of the Regular Contract Term, unless terminated by a contracting party with a notice period of 3 weeks to the end of the respective contract. The termination does not require any justification and must be declared in writing to the other party. The right to extraordinary termination of both parties remains unaffected.

5.2.5 Tapper is entitled to irrevocably delete all data stored during the term of the contract and after termination of the contract.

5.2.6 Upon termination of the contract, the Customer is obligated to delete without request all reproductions of the provided software and the Tapper-code. If the Tapper-code is not or not completely removed from the Customer’s presences immediately after the end of the contract, Tapper is entitled to demand the fee agreed with the Customer for the duration and until the Tapper-code is completely removed from the Customer’s presences. The removal of the Tapper-code is to be regarded as incomplete, among other things, if data is still transmitted from the Customer’s presences to the Tapper servers.

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‍6. FREE TEST VERSION

6.1 The service of Tapper can be tested without obligation and free of charge for up to 14 days starting when the customer has registered an account on the website Tapper.ai. For enterprise customers, the service of Tapper can be tested without obligation and free of charge for up to 30 days starting when the customer has registered an account on the website Tapper.ai. The test use is exclusively available to new customers. During the test period, the Customer has full access to the entire Tapper Service as described on Tapper.ai

6.2 The Customer is not obliged to provide credit card data during the free trial period.

6.3 By registering on the website Tapper.ai (click on “try for free”) the customer makes an offer to conclude the contract of use, which can be accepted by Tapper in accordance with clause 5.1 and 5.2.

6.4 The Customer can register for a free test account by simply entering his work email and a self-selected password. The trial period begins upon acceptance and expires automatically without the need for termination. The contract ends automatically at the end of the test period.

6.5 If the Customer does not select a paid package by the end of the trial period, the account will remain in effect, but the Customer will no longer be able to access the Tapper Service. However, the Customer retains the option to select a chargeable package. The regulations concerning the Script Code after termination of the contract described under 5.2.6 apply.

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7. FEES

7.1 The following section exclusively applies to Enterprise customers:

7.1.2 The fees for the services used by the Customer are determined by the signed contract offer or completed online contract offer. Unless otherwise stated, the prices are annual net prices in US Dollars and are additional to any applicable statutory sales tax.

7.1.2 The calculation of the base fee to be paid by the customer results from the contract offer or completed online contract offer. The basis for the calculation of the base fee is the sum of the protected visits per year on the customer presences, as described in the contract offer. At the time the contract is concluded, the expected number of protected visits is estimated. The Customer shall provide Tapper with the information necessary for calculating the base fee. Tapper reserves the right to check the Customer’s information on the protected visits and, in the event of deviations, to use the measured protected visits as the basis for calculating the base fee. The verification shall be carried out by counting the protected visits by using the Tapper service e.g. the free trial version of Tapper. The resulting base fee, for the entire contract year, is payable in advance. Payment must be made within 30 days of the invoice date.

7.1.3 At the end of the expired contract year, the base fee will be recalculated based on the actual number of protected vists in the expired contract year. There will be no repayment for overestimated calculations. The evaluation of the actual annual protected visits shall be made available no later than seven working days after the end of the respective billing period. Should this not be done, Tapper shall be entitled to use the data from the Tapper service as the basis for invoicing. In this context, the Customer may provide the data up to 30 days after invoicing and thus correct the calculation by the actual accesses. Individual contractual provisions shall take precedence over these.

7.1.4 The resulting base fee, for the entire contract year, is payable in advance.

7.1.5 Payment is due 30 days after the invoice date. The invoice amount must therefore be credited to the Tapper account within 30 days of the invoice date. Tapper is entitled to send the invoice in the form of an email or to upload the invoice into the respective Tapper account.

7.1.6  Fees that we are unable to recover through the payment method is deemed an overdue Fee. Failure to settle any overdue Fee within thirty (30) calendar days of its original due date will constitute a material breach of these Terms. Without derogating from any other rights and remedies available to us under applicable law, overdue Fees will accrue interest at the rate of three-quarters of one percent (0.75%) per month or part thereof, cumulative monthly on the linked capital from the due date until the date of actual payment. You will reimburse us for all legal costs and attorney fees we incur in the course of collecting your overdue Fees.

7.2 The following section applies to all other customers:

7.2.1. In consideration of the provision of the Service to you, you will pay us, as of the time you register to the Service, the periodic subscription Fees, in accordance with the packages, schemes, amounts, overage charges and subscription cycle you selected upon registration.

7.2.2 We may update the Fees applicable to each package and scheme by written notice posted through the Service, and such changes shall apply to your next billing cycle. If such changes are not acceptable to you, you may terminate your subscription by providing us with written notice, which termination shall become effective upon the end of your current billing cycle.

7.2.3 Upon the end of each subscription cycle, your subscription will be automatically renewed for successive subscription cycles, unless you notify us, by email to  support@tapper.ai, that you wish to terminate your subscription. Your account and subscription will be terminated as soon as we process your request, usually within several business days.

7.2.4. Changes you make in your subscription package, scheme or amount will take effect in the subsequent subscription cycle. If you exceed the limits of your subscription package, your subscription will be automatically upgraded to a package suitable for your scope of use, as of the subsequent subscription cycle.

7.2.5. Fees are payable by Stripe, PayPal or major credit cards. We may, from time to time, and without specific notice to you, add additional payment methods to the then-current payment methods, or cease to use previously supported payment methods. By using one or more payment methods to pay the Fees, you represent and warrant that you are lawfully permitted to use the selected payment method in connection with the Service. We may require additional information from you before completing payment transactions.

7.2.6 You must keep the billing information you provided to us upon registration current, complete, and accurate, and notify us promptly in case of any change in your billing information.

7.2.7  We will charge you for the applicable subscription Fees at the beginning of each subscription cycle, and overage charges incurred during a given subscription cycle (if applicable) will be charged following the end of that subscription cycle. By registering to the Service, you give your consent to purchasing a subscription to the Service, in accordance with the schemes, amounts and subscription cycle you selected upon registration, and to being billed for the applicable Fees, in addition to any applicable taxes (such as sales tax, value added tax or withholding tax), and any surcharges or commissions charged by the payment processor or through your payment method.

7.2.8 All your payment obligations are non-cancellable and all amounts paid in connection with the Service are non-refundable. If you terminate your account and subscription, you are not entitled to any refund (pro-rata or otherwise), for any Fees you have paid for the terminated subscription. You are responsible for paying all Fees applicable to your subscription to the Service, whether or not you actively used, accessed or otherwise benefited from the Service.

7.2.9 Payment methods are processed and handled through relevant third-party payment processors, such as Stripe or PayPal. Payment methods are therefore subject not only to these Terms, but also the terms and conditions of these third parties pursuant to your contractual relations with them. You acknowledge that the third parties processing any of the payment methods may charge you commission on their end of the transaction. We are not responsible for such commission, which is strictly within your contractual relations with the relevant payment processor.

7.2.10  Fees that we are unable to charge through the payment method you provided is deemed an overdue Fee. Failure to settle any overdue Fee within ten (10) calendar days of its original due date will constitute a material breach of these Terms. Without derogating from any other rights and remedies available to us under applicable law, overdue Fees will accrue interest at the rate of three-quarters of one percent (0.75%) per month or part thereof, cumulative monthly on the linked capital from the due date until the date of actual payment. You will reimburse us for all legal costs and attorney fees we incur in the course of collecting your overdue Fees.

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8. TERM AND TERMINATION

8.1. This Agreement commences upon the acceptance of your registration application, and terminates upon the termination, cancellation or expiration of your account on, or subscription to, the Service.

8.2 We may terminate your account on, and subscription to, the Service, upon the end of any then-current subscription cycle, by providing you a prior notice of termination by email (to the email you provided upon registration) before the end of the then-current subscription cycle.

8.3. In addition to the foregoing, either party may terminate this Agreement:

8.3.1. Immediately, in the event of a material breach of this Agreement by the other party, notified as such by one party to the other party and remaining uncured for a period of ten (10) days.

8.3.2. In the event of a non-material breach of this Agreement by the other party, where the breach remains uncured for fifteen (15) days following written notice thereof from the non- breaching party to the breaching party.

8.3.3. If the terminating party is required to do so by law.

8.3.4. If the other party becomes or is declared insolvent or bankrupt, is the subject of any proceeding related to its liquidation or insolvency (whether voluntary or involuntary), or makes an assignment for the benefit of creditors or takes or has taken against it any such other comparable action in any relevant jurisdiction.

8.4. Immediately upon termination of this Agreement:

8.4.1. We will charge you for all then-outstanding Fees (if any), including any overage use charges incurred in your final subscription cycle;

8.4.2. You must cease any and all use of the Service and remove all Tapper Code from any and all webpages you own or control.

8.5. Sections in this Agreement that by their purpose of nature should survive termination of these Term, will so survive.

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9. SUPPORT AND MAINTENANCE

9.1. If we receive notice of any failure or malfunction, or if we become aware of them by ourselves, we will attempt to regain the Service’s availability as soon as practicable. However, such incidents will not be considered a breach of these Terms. Even though we make an effort to have the Service identify Click Frauds, we cannot and do not guarantee that the Service will detect or prevent all types or all instances of Click Frauds, or all Click Frauds of certain types. We will not be liable for any Click Fraud detected or not detected by the Service.

9.2. We may modify, adapt, improve, or enhance the Service, or any of its features, user interface, design or any other aspect related to it, without being obligated to provide you notice thereof. If we enhance the Service to include new or additional features or capabilities, we reserve the right to amend this Agreement or the applicable Fees, and obtain your consent to such amendments. You will have a period of thirty (30) days in which to object to any amendments in writing, and if you so object then the amendments shall not apply to you, but you shall be deemed to have delivered a notice of non-renewal of this Agreement.

9.3. During the Term, we, either directly or with the assistance of third parties, will provide you technical support for technical questions, problems and inquiries regarding the Service, during our business days and hours, and pursuant to the support scheme, hours and channels separately conveyed to you.

9.4. We will attempt to respond to your technical questions, problems and inquiries within a reasonable time. However, we:

9.4.1. May decline to provide such support for matters that we deem, at our sole discretion, to require unreasonable time, effort, costs or expenses.

9.4.2. Unless otherwise specified, make no warranties to any specific response-time or to the successful or satisfactory resolution of the question, problem or inquiry.

9.4.3. For the purpose of our provision of technical support for your technical questions, problems and inquiries, you will cooperate, and work closely with us, to reproduce malfunctions, including conducting diagnostic or troubleshooting activities, as we reasonably request.

9.5. Our technical staff may instruct you, from time to time, to perform modifications to the Tapper Code installed on your webpages. You agree to cooperate and perform any requested modifications.

9.6. ALTHOUGH WE USE SKILL AND EFFORTS TO DEVELOP THE SERVICE, WE DO NOT GUARANTEE, MAKE NO REPRESENTATION, AND PROVIDE NO WARRANTY ABOUT THE ACCURACY OR COMPLETENESS OF THE SERVICE OR OUTPUT DATA, OR THE EXPECTED BUSINESS RESULTS, OUTCOME OR OPERATIONAL BENEFITS FROM UTILIZING THE SERVICE. THE SOFTWARE IS PROVIDED TO YOU “AS IS”. WE DISCLAIM ALL WARRANTIES AND REPRESENTATIONS, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO THE SERVICE, THE CLICK FRAUD PREVENTION OR DETECTION FEATURE OR THE OUTPUT DATA, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY, ACCURACY, NON-INFRINGEMENT, TITLE, SECURITY, COMPATIBILITY OR PERFORMANCE.

9.7. WE MAY EMPLOY MEASURES TO DETECT AND PREVENT FRAUDULENT OR ABUSIVE USE OF THE SERVICE, AS WELL AS MISUSE OF THE SERVICE. WE MAY SUSPEND OR TERMINATE YOUR ACCOUNT ON AND ACCESS TO THE SERVICE, WITHOUT PRIOR NOTICE, IF WE, IN OUR SOLE DISCRETION, BELIEVE THAT YOU HAVE ENGAGED IN FRAUDULENT OR ABUSIVE USE, OR MISUSE, OF THE SERVICE.

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10. INDEMNITY

10.1 You agree to indemnify and hold harmless us and our directors, officers, employees, and subcontractors, upon our request and at your own expense, from, and against, any damages, loss, costs, expenses and payments, including reasonable attorney’s fees and legal expenses, arising from any third-party complaint, claim, plea, or demand in connection with your breach of any provision or representation herein.

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11. LIMITATION OF LIABILITY

11.1 EXCEPT FOR WILLFUL MISCONDUCT OR FRAUD, AND TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY’S MAXIMUM AGGREGATE LIABILITY UNDER, ARISING OUT OF OR RELATING TO THIS AGREEMENT SHALL NOT EXCEED THE TOTAL AMOUNT OF FEES PAID BY CUSTOMER TO TAPPER DURING THE SIX (6) MONTHS PRECEDING THE DATE THE LIABILITY FIRST ARISES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL EITHER PARTY BE LIABLE FOR LOST PROFITS, LOSS OF USE, LOSS OF DATA (INCLUDING END-USER INFORMATION), COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR FOR SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED, WHETHER FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), OR OTHERWISE, WHETHER OR NOT TAPPER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

11.2 Unless you notify us otherwise in writing, we may identify you as a customer and indicate you as a customer and user of the Service, on our website and in other online or offline marketing materials and press releases. We acknowledge that your company name and logo are protected by intellectual property rights. You grant us a worldwide, non-exclusive, non-transferable, royalty-free, license, to use your name, logo, and website URL, on our website and in other online or offline marketing materials relating to the Service. We will use this content strictly in accordance with any usage guidelines you provide us advance notice of in writing.

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12. THIRD-PARTY DOMAINS

12.1 If you choose to connect a domain you have purchased through any other domain provider to the Site, it is your sole and explicit responsibility to adhere to the terms set out by that domain provider and the terms contained within these Terms of Use. Tapper will have no liability to any third party for your use of any other domain.

12.2 Domain names registered by Tapper are for the purposes of establishing branded links and access to the domain control panel, and the domain name system will not be available to you unless otherwise agreed.

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13. THIRD-PARTY LINKS

13.1 The Site contains hyperlinks to third-party websites (collectively, "Third-Party Sites"). You acknowledge and agree that Third-Party Sites may have different privacy policies, terms and conditions, and/or user guides and business practices than us, and you further acknowledge and agree that your use of such Third-Party Sites is governed by the respective Third-Party Site privacy policy, terms and conditions, and/or user guides. Tapper is not responsible for and makes no representations or warranties concerning the contents or privacy policies, or practices of any Third-Party Sites or any link contained in a Third-Party Site. We provide links to the Third-Party Sites to you as a convenience only and is not intended as and should not be construed as an endorsement or recommendation by us of the Third-Party Site or its content.

YOU AGREE THAT WE WILL NOT, UNDER ANY CIRCUMSTANCES, BE RESPONSIBLE OR LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY GOODS, SERVICES, INFORMATION, RESOURCES, AND/OR CONTENT AVAILABLE ON OR THROUGH ANY THIRD-PARTY SITES AND/OR THIRD-PARTY DEALINGS OR COMMUNICATIONS, OR FOR ANY HARM RELATED THERETO, OR ANY DAMAGES OR LOSSES CAUSED OR ALLEGED TO BE CAUSED BY OR IN CONNECTION WITH YOUR USE OR RELIANCE ON THE CONTENT OR BUSINESS PRACTICE OF ANY THIRD PARTY.

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14. CONTACT US

If you have any questions or comments regarding these Terms of Use, please contact us here.

Last Updated September 24, 2024

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