Account: An account refers to the area for the platform which is accessible via user name and password, in which the Advertiser may specifically view and (where applicable) change personal data, transactions, and Advertisements.
Advertisements: Content promoting an Advertiser's products or services, native ads, banners, links, landing pages, videos, full-page ads, etc.
Advertiser: A natural person or legal entity who makes available or wishes to make available advertising campaigns via the platform. This process is also referred to as traffic procurement. Advertisers may also be operators of a network, which collaborate with further advertisers (“Advertiser Network”).
Advertising Campaign: Where an Advertiser wishes to purchase traffic via the platform, the Advertiser sets up an advertising campaign defining target groups using parameters such as country, category, keyword, device, etc.
Advertising Space: Websites or digital properties owned and operated by Bidwise or its publisher partners where advertisements can be placed.
Feed Integration: Advertisers may use the platform via API (“API Integration”). Separate additional agreements may apply.
Intellectual Property Rights: All rights existing under patent, copyright, moral rights, trade secret, trademark, unfair competition, publicity, and privacy laws.
Personal Data: As defined under the General Data Protection Regulation (GDPR).
Platform: The technical solution provided by Bidwise enabling Advertisers and Publishers to meet to buy or sell traffic.
Processor: As defined under the General Data Protection Regulation (GDPR).
Publisher: A natural person or legal entity who makes available advertising spaces via the platform.
Quality Guidelines: Bidwise’s Quality Guidelines, accessible at https://help.bidwise.com/, incorporated by reference.
Traffic: Users surfing the Internet.
User: A human user of the Internet.
Bidwise shall own all right, title, and interest, including all Intellectual Property Rights relating to the platform. Advertiser shall not reverse engineer, decompile, or create derivative works of the platform. Advertisements remain the sole property of the Advertiser.
Advertisers must provide accurate data and are limited to one account. Bidwise reserves the right to reject applications or block accounts at its discretion. Advertisers are responsible for password security and all activity under their account.
Advertisers must comply with all laws and Quality Guidelines. Bidwise may block access if non-compliance is suspected. Advertiser Networks are liable for the acts of their sub-advertisers.
Advertisers must ensure Advertisements and landing pages are reachable and compatible with common browsers.
Bidwise operates a diverse ecosystem of Traffic Sources, including review sites, price comparison platforms, email marketing, browser extensions, owned and operated properties, and third-party partners.
Bidwise is not obliged to monitor Advertisements. Bidwise warrants 97% annual uptime of the platform infrastructure, excluding factors outside its control (Force Majeure, DDOS, etc.).
Traffic is deemed provided when Bidwise refers a user matching the Advertiser’s targeting to the provided URL.
Advertising is generally conducted on a pre-payment basis. If Bidwise extends credit terms, all invoiced amounts are due within thirty (30) days from the invoice date.
All payments must be made in full without deduction, withholding, or set-off for any reason. Advertiser explicitly waives any right to withhold payment pending the resolution of a dispute.
In the event of a good-faith dispute, the Advertiser must first pay the full amount due by the invoice deadline. Disputes will be reviewed by Bidwise separately. Failure to pay the full amount during a dispute constitutes a material breach.
The Advertiser's obligation to pay Bidwise is independent of any third-party relationships. The failure of the Advertiser's own clients or partners to pay the Advertiser ("Pay-when-paid" arrangements) shall have no effect on the Advertiser's absolute obligation to pay Bidwise.
Bidwise's liability is limited to damages caused by gross negligence or intent. The Advertiser shall indemnify Bidwise against all third-party claims arising from a breach of these Terms or infringement of third-party rights.
Bidwise processes personal data as a Controller for account management and as a Processor for traffic delivery. Usage is governed by the GDPR and the Bidwise Privacy Policy.
Both parties agree to protect “Confidential Information“ and use it only to fulfill obligations under this agreement. This survives the termination of the agreement.
The place of performance is the registered office of Bidwise. Exclusive jurisdiction lies with the courts of Puerto Rico, United States. The governing law is the law of the Commonwealth of Puerto Rico.
Last Updated on: March 17th, 2023