Section 1
THESE TERMS OF SERVICE GOVERN YOUR ACCESS TO AND USE OF THE ADSGRAM PORTAL (DEFINED BELOW) AND ANY SERVICES PROVIDED BY ADSGRAM ("SERVICES").
THESE TERMS OF SERVICE FOR ADSGRAM TOGETHER WITH ANY DOCUMENTS EXPRESSLY REFERENCED HEREIN (" TERMS ") CONSTITUTE A LEGAL AGREEMENT BETWEEN YOU, IN YOUR PERSONAL CAPACITY OR ON BEHALF OF A LEGAL ENTITY, AS A USER OF THE ADSGRAM PORTAL (" USER ” OR “ YOU ”, AS DEFINED BELOW) AND THE COMPANY (AS DEFINED BELOW, “ COMPANY ” OR “ WE ”), AND CONSTITUTES A LEGALLY BINDING AGREEMENT BETWEEN YOU AND THE COMPANY. YOU AND THE COMPANY WILL BE REFERRED TO AS "PARTY", AND COLLECTIVELY AS "PARTIES" IN THESE TERMS.
Please read these terms carefully before you start using the portal or any services. By accessing the portal and using the services, you confirm that you have read, understood, and agree to comply with all the terms set forth herein. If you do not agree with all provisions of these terms or any of these terms is unacceptable to you, you should not access or use the portal or any services.
We reserve the right to amend or supplement these terms at any time without notice to you, at our discretion. All changes or additions will take effect immediately upon publication on the portal (with the "LAST UPDATED" date at the top), and you agree and acknowledge that you will not receive any explicit notice of any potential changes or additions. By continuing to access the portal and services after the publication of the amended terms, you agree to comply with these terms. Please ensure that you review the applicable terms each time you use our portal to understand which terms apply. If you have any questions or comments regarding these terms, please reach out to us through the support channel on Telegram @ADSGRAMSUPPORT.
To be eligible to use or access the portal, including any services offered on or through the portal, you must be a natural person and be at least of legal age (at least 18 years in most jurisdictions; or the applicable age of majority and legal capacity in your country of residence). By accessing or using the portal, including any services offered on or through the portal, you confirm that you have reached the legal age to enter into a binding agreement. If you are using or accessing the portal, including any services offered on or through the portal, on behalf of a legal entity, you confirm that the legal entity is duly organized and is conducting its activities in accordance with the applicable laws of its jurisdiction; and the legal entity confirms that you are authorized to act on its behalf.
1.1. The following capitalized terms will have the meanings assigned to them unless the context expressly requires otherwise:
"Governing law" applies to all national, regional, or international laws, regulations, rules, decrees, directives, and orders that relate to and must be complied with concerning business operations, user activities, transactions, and their interaction with the Portal, access to the Portal, and use of Services, including those regulating the creation, production, access to advertising materials and advertisements.
"Ad SDK" refers to the Software Development Kit for advertising, which consists of a set of software tools and libraries that developers use to integrate ads into their applications or websites. It allows developers to display ads, track their performance, and manage advertising networks to generate revenue from their applications.
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"Advertiser" refers to a User who is a business, organization, or individual using the Portal and Services to promote their products, services, or content. Advertisers create and manage advertising campaigns targeted at Telegram users through the AdsGram Portal.
"Advertising fees" or "AdsGram Fees" represent any fees applicable to the Advertiser and payable to the Company.
"Publisher Game Fees" refers to the fees applicable and payable by the publishing company for displaying ads to end users;
"Sanctions" means any economic or trade sanctions, embargoes, or restrictions imposed by any governmental authority, including but not limited to the United Nations, the European Union, the government of the United States, or any other relevant jurisdiction, that may restrict or prohibit the provision of goods, services, or financial transactions related to certain individuals, organizations, or countries.;
"Claims" will have the meaning set forth in Section 12 ;
"Company" or " we " will mean AdsGram ; the ecosystem provider and all other ecosystem participants.
"Ecosystem Provider" means Company and all other organizations conducting business for the Company;
“End User” refers to Users who see advertisements through Mini Apps;
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“Game Publisher” refers to a User who is a developer or owner of a game or Mini App on Telegram and integrates AdsGram's advertising services into their application to monetize their content
“Country(ies) Limitation of Liability” will have the meaning specified in Section 12 ;
"Intellectual Property" means the term defined in clause 15;
"Latest Version" refers to the most current version of the Terms, indicated by the date at the top of the document;
"Mandatory Policies" refer to the Privacy Policy, List of Prohibited Jurisdictions, KYC Policy, Final Tariff, and Moderation Rules, as well as all other mandatory rules and policies adopted by the company (in the version periodically updated), published on the AdsGram Portal and mandatory for the Company and Users;
"AdsGram Portal" or "Portal" means the AdsGram Portal accessible through the website https://adsgram.ai/
"Privacy Policy" refers to the Privacy Policy of AdsGram, available on the Site and included here by link, for more information about our privacy terms.
"Prohibited Jurisdiction" refers to all prohibited jurisdictions listed in the List of Prohibited Jurisdictions;
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"Sanctions" means any economic or trade sanctions, embargoes, or restrictions imposed by any government entity, including but not limited to the United Nations, the European Union, the government of the United States, or any other relevant jurisdiction, that may limit or prohibit the provision of goods, services, or financial transactions with certain individuals, organizations, or countries.
«Terms» will mean these AdsGram Terms of Service, including any other documents referenced here by link;
«Third-party content» will have the meaning specified in Section 9 ;
«Third-party services» will have the meaning specified in Section 9 ;
"User" or "you" refers to you, the user of the AdsGram Portal, in your capacity as an Advertiser, Game Publisher, or End User;
"Personal Account" refers to the account created by the Advertiser or Game Publisher;
"Wallet" means a digital account that allows Users to manage their financial transactions within the Portal. It serves as a centralized repository of funds, enabling seamless payments and budget planning for advertising campaigns;
"Website" means the Company’s website located at https://adsgram.ai/ .
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2.1. By accessing the Portal and/or using the Services, you, as a User, confirm and warrant that:
2.1.1. you have full capacity and authority to agree to these Terms and bind yourself to them;
2.1.2. if you are an individual, you are at least eighteen years old or have reached the age of majority and capacity in your jurisdiction;
2.1.3. if you are accessing the Services on behalf of a legal entity, then (a) such legal entity is duly organized and conducting business in accordance with the applicable laws of the jurisdiction in which it is registered; and (b) you are duly authorized to act on its behalf, and (c) such legal entity will be liable for any breaches of these Terms by you or any other employee or representative of such legal entity.
2.1.4. you are aware of the Applicable laws and regulations governing your access to the Portal and use of the Services. You are fully responsible for compliance with various Applicable laws and will be liable for any obligations that may arise as a result of your breach of your obligations in this regard;
2.1.5. your use of the Services (a) is not prohibited by any Applicable Law (depending on you and your use of the Services and access to the Portal), and (b) always complies with any Applicable
Law (depending on you and your use of the Services and access to the Portal);
2.1.6. you take measures to ensure the confidentiality of your personal and sensitive information and restrict access to the devices you use to access the Portal.
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2.1.7. You will comply with the Privacy Policy , the KYC Policy (Know Your Customer) , the Moderation Rules , and all other Mandatory policies that apply to you. By agreeing to these Terms, you, as the User, agree to adhere to these Mandatory policies throughout the use of
the Services provided by AdsGram, and you understand the importance of complying with all relevant norms and recommendations contained therein.
2.1.8. you have carefully reviewed the content and fully understand and agree to these Terms (including all other documents mentioned herein);
2.1.9. you are not a resident or citizen of any of the Prohibited Jurisdictions, as defined in the List of Prohibited Jurisdictions , available on the Website.
2.1.11. you waive any right to participate in any class action or representative lawsuit against the Company and any of its representatives or affiliates.
2.2. By accessing the Portal and/or using the Services, you, as the End User , further confirm and guarantee that:
2.2.1. your access and interaction with advertising related to the Services does not violate any Applicable Laws.
2.3. By accessing the Portal and/or using the Services, you, as Advertiser , additionally confirms and guarantees that:
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2.3.1. you are fully responsible for access to the Portal and the use of the Services, and, if applicable, for all actions that occur on or through your User Account;
2.3.2. by using the Services, you do not promote any fraudulent or misleading projects, products, or services, and your advertising activities and content are entirely legal and comply with all Applicable laws;
2.3.3. your advertising content and ads do not contain racist, hateful, discriminatory, anti-Semitic, derogatory, pornographic, or violent materials, do not infringe on the intellectual property rights of third parties, and are fully legal and compliant with all Applicable laws;
2.3.4. when accessing the Portal and using the Services, you do not violate the intellectual property rights or rights of third parties;
2.3.5. by using the Portal and the Services, you will adhere to and act in accordance with the Advertiser Moderation Guidelines and all other Mandatory policies.
2.4. By accessing the Portal and/or using the Services, you, as Game Publisher, additionally confirms and guarantees that:
2.4.1. you are fully responsible for your use of the Services and, where applicable, for all actions occurring on your Account or through it;
2.4.2. your actions are lawful and comply with Applicable Law;
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2.4.3. all published materials comply with moderation rules;
2.4.4. you will not attempt to manipulate statistics or any data.
3.1. In order to use the Services provided by the Company as an Advertiser or Game Developer, you need to create an account and provide certain registration details or other information. This condition for your use of the Portal and any Services implies that all information you provide is accurate, correct, current, and complete. You agree that all information you provide is governed by our Privacy Policy and consent to all actions we take with your information in accordance with our Privacy Policy.
3.2. You are responsible for implementing reasonable measures to secure your account, username, password, or any other data as part of our security procedures. You should treat this information as confidential and not disclose it to any other persons or organizations. You also acknowledge that your accounts on the Portal are personal and agree not to provide access to the Portal or any part of it to others by using your username, password, or any other security information. You are not allowed to use another User's account. You agree to promptly notify us of any unauthorized access to your username or password, or any other security leak. You also agree to ensure that you log out of your account at the end of each session. You must exercise particular caution when accessing your account from a public or shared computer, so others cannot see or record your password or any other personal information. The Company is not and will not be liable for any loss or damage (including, for the avoidance of doubt, any loss of funds) arising from your non-compliance with this Section 3.2 or for safeguarding your accounts on the Portal and passwords, including, but not limited to, choosing a password that cannot be easily compromised.
4.1. Services provided by the company for advertisers:
4.1.1. Creating advertising campaigns and generating traffic: Advertisers gain access to creating, managing, and executing advertising campaigns through the Portal, aimed at generating traffic by displaying ads to End Users;
4.2. Services provided by the company for game publishers:
4.2.1. Integration of Ad SDK and earning rewards from game publishers: Game publishers are allowed to integrate the Portal's Ad SDK into their applications or games to display ads and earn revenue for every ad shown to end users (in the form of rewards for game publishers).
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4.3.1. Access to Services: Both individuals and legal entities (companies) may use the Company's services, provided they meet the registration and qualification requirements outlined in these Terms and Mandatory Policies.
4.3.2. Payment Methods: All fees and payments to AdsGram for advertising campaigns, ad display services, advertising fees, and any other expenses or revenues are processed through an internal balance that can be replenished using USDT (Tether) or another cryptocurrency that is currently accepted and supported by the Company.
4.3.3. Changes to Services: The Portal reserves the right to modify or update billing models, services, payment methods, and supported cryptocurrencies, as well as any other payment or billing terms at its discretion. Users will be notified of any significant changes to these terms.
4.3.4. By using the Portal and Services, all Users agree to the aforementioned payment terms.
4.4. To provide the Services, the Company collaborates with partners, including advertisers and game publishers, providing relevant statistics and other information to support their activities and optimize performance. All transmitted data is communicated in a manner that respects User privacy and complies with applicable data protection laws and regulations. AdsGram ensures that information exchange is limited to what is necessary to achieve the objectives of its Services. The scope of collaboration and information exchange includes:
4.4.1. For Advertisers : AdsGram shares performance data of campaigns, such as the number of ad impressions, clicks, and cost metrics to help advertisers assess and improve their campaigns.
4.4.2. For game publishers : Aggregated statistical data is provided for game publishers, including data on ad impressions, clicks, and generated revenue from ads placed in their apps.
4.5. Changes in services. The Company reserves the right to modify or suspend the portal or services or any part thereof at its discretion, with or without notice. As a user, you agree that we are not liable to you or any third parties for any changes, suspensions, or terminations of services.
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4.6. Technologies are working, experiments are being conducted. From time to time, the Company may conduct technical tests, updates, or experiments related to advertising materials, the AdsGram advertising network, and/or relevant advertising platforms. Such tests, updates, or experiments may result in minor changes in functionality, statistics, the appearance of ads, or other aspects of the services provided. The parties also agree that these minor changes will not be considered a breach of the Company's obligations under this agreement, provided they are conducted in good faith and do not significantly affect the use or performance of the services.
5.1. AdsGram also supports partnerships with the TON Foundation, the primary organization of the TON blockchain ecosystem. This collaboration reflects AdsGram's commitment to staying at the forefront of blockchain innovation by providing a safe, compliant, and efficient experience for all users. Therefore, under this collaboration:
5.1.1. Advertisers can use Toncoin (TON) for seamless transactions and payments within the portal.
5.1.2. AdsGram integrates blockchain technologies to enhance the functionality of the portal.
5.2. The infrastructure for blockchain and crypto payments is provided by the TON Foundation as a third-party service provider. The Company is not liable in this regard.
5.3. By interacting with any crypto assets and blockchain within the portal or in connection with the services, you, as a user, acknowledge all risks (including the possibility of technical issues in the blockchain, devaluation or loss of value or functionality, as well as tax and legal restrictions and risks) associated with the use of cryptocurrency assets, which, due to the novelty of blockchain technology, cannot be fully eliminated.
5.4. In accordance with our strong partnership with TON Foundation, AdsGram may offer certain services related to the TON blockchain ecosystem, including TON wallet integration and cryptocurrency conversion services. If these services are provided, we guarantee that they meet the security standards and operational requirements set by TON Foundation. By using these services, users acknowledge their awareness of the potential risks associated with cryptocurrency transactions and agree to comply with the terms and conditions established by both AdsGram and TON Foundation.
5.5. By agreeing to these Terms, Users acknowledge that all fees from game publishers and advertising fees will be paid in cryptocurrency tokens through the TON blockchain.
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5.6. You, as a User, represent, warrant, and confirm that before using cryptocurrency assets based on the TON blockchain system, you have consulted with relevant professionals in the fields of IT, taxation, law, finance, and other professional areas as necessary.
5.7. AdsGram commits to ensuring that all data processing and services provided in connection with the Telegram and TON ecosystems comply with applicable legal standards. However, AdsGram is not responsible for any actions or misuse of data by third parties, including TON Foundation or third-party advertisers. Users are encouraged to review the privacy policies and terms of service of any third-party applications or services they interact with, including those related to TON Foundation, to fully understand the scope of data collection and usage.
6.1. As an advertiser or game publisher, by using the Services, you agree to pay all applicable fees. All fees or any other charges for Services must always be indicated on our Portal and provided to you prior to requesting and using the Services. Unless otherwise stated, all fees and prices exclude any applicable value-added tax (VAT) (if applicable) or other taxes or mandatory public charges (if applicable).
6.2. Fees (which may be defined as CPM, CPC, CPA, or otherwise) are established and determined solely at the Company's discretion, in accordance with The fee schedule and any other rules published and available on the site (which may be changed at any time at the Company's discretion).
6.3. AdsGram operates a performance-based fee system, ensuring transparency and fairness for both advertisers and game publishers. It provides detailed fee reports through the Portal dashboard. Users are encouraged to regularly check their statistics and contact support in case of discrepancies or questions.
6.4. Advertising fees: Advertising fees are based on either the CPM model, where costs are incurred for each predetermined number of impressions (ad views), or the CPC model, where costs depend on the number of clicks on the ad, or the CPA model, where costs are based on the number of targeted actions taken by users in response to the ad. Detailed statistics, including impressions, clicks, and expenses, are available to Advertisers for campaign optimization.
6.4.1. Fees calculated based on CPM: Advertisers will pay under the CPM model, which relates to the cost per predetermined number of ad impressions. The fees will be calculated based on the number of ad impressions;
6.4.2. Fees calculated based on CPC: Advertisers will also pay under the CPC model, where payment is charged for each click on their ad;
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6.4.3. Fees calculated based on CPA: Advertisers will also pay under the CPA model, where payment is charged for each targeted action taken by the end user after interacting with or viewing the ad;
6.4.4. Internal balance and top-up: Advertisers can top up their internal balance using USDT (Tether) to fund their advertising campaigns. The internal balance will be used to pay for all advertising services provided by the Company on the platform.
6.5. Commissions for game publishers: Game publishers receive rewards based on CPM, CPC, or CPA models. Earnings are calculated based on genuine and legitimate impressions or clicks related to the ads displayed in their apps. Game publishers agree that any fake or bot traffic, or other invalid traffic, impressions, or interactions will be excluded and will not be considered in the calculation of commissions for game publishers, with the Company reserving the right to determine such fake, bot, or invalid traffic at its discretion on a case-by-case basis or according to the rules (which may change from time to time) established by the Company, also at its sole discretion. Publishers have access to aggregated statistics showing the number of ad impressions, clicks, and income earned.
6.5.1. Commissions based on CPM: Game publishers will earn revenue based on the CPM model, which reimburses them for the costs associated with a predetermined number of ad impressions in their apps or games.
6.5.2. Commissions based on CPC: Game publishers will also earn revenue based on CPC, where they receive compensation for each click made by users on the displayed ads.
6.5.3. Commissions based on CPA: Game publishers will also earn revenue based on CPA, where they receive compensation for each action taken by users on the advertised app or site after interacting with the displayed ad.
6.5.4. Withdrawal of funds: Game publishers have the right to withdraw the commissions for game publishers (as revenue) that they generate from ad impressions, in accordance with the procedures, terms, and conditions for fund withdrawal on the Portal. Withdrawals will be made according to specific rules set by the Company, including applicable fees and minimum withdrawal limits. The Company reserves the right to change or modify such rules at any time at its discretion.
6.6. Taxes. You are fully responsible for the payment of any and all taxes, fees, and assessments that may currently be or may in the future be imposed by any government authority in connection with your use of the Portal and Services, and/or that are payable as a result of the use and/or operation of any assets and interaction with smart contracts.
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6.7. Payment changes. We may, at our discretion and at any time, change the fees (Advertising fees or Game publisher fees) for the Services. We will provide you with reasonable advance notice of any fee changes so that you have the opportunity to cancel your account before such changes take effect. If you do not agree with the fee changes, you must cancel your account to avoid future charges. If you continue to use the Services after the fee increases, you will be considered to have accepted the fee changes. We are not liable to you or any third party for any fee changes.
6.8. Returns. Except as required by law, all paid fees are non-refundable.
7.1. AdsGram reserves the right to use a reliable anti-fraud system to filter out invalid traffic, such as bot-generated impressions or clicks. Fraudulent traffic is excluded from the statistics of both the Advertiser and the Game Publisher to ensure accuracy and fairness.
7.2. The Company aims to protect Game Publishers from risks associated with fraudulent or prohibited activities. In cases where the Advertiser is found responsible for fraud or gambling-related risks, that Advertiser will bear full liability. This includes, but is not limited to, instances where gambling ads are displayed in regions where they are prohibited by law or regulations. The Game Publisher is not liable for any violations caused by such advertising. The Company, while taking certain minimal measures to mitigate such risks, is not responsible for the content or advertising, which remains the sole responsibility and risk of the Advertisers.
7.3. The Advertiser acknowledges and agrees that they are fully responsible for ensuring that their advertising complies with all applicable legal requirements, including but not limited to the applicable laws in the jurisdictions where such advertising is displayed. This responsibility extends beyond the jurisdictions where the advertising is shown and includes compliance with the laws of any jurisdiction where the advertising may have an impact.
7.4. The Advertiser assumes full and sole responsibility for any risks associated with non-compliance with such legal requirements, including any potential fines, penalties, or legal actions. In the event of any legal issues arising from the Advertiser's non-compliance with these laws, the Advertiser agrees to indemnify and hold the Company harmless from any liabilities, losses, or expenses incurred as a result of such non-compliance.
7.5. The Company is not liable for any legal consequences arising from the actions of the Advertiser or their non-compliance with the legal requirements of any country. The Advertiser acknowledges that they assume all risks associated with the legal compliance of their advertising content and will ensure that it meets the necessary standards in all applicable jurisdictions.
7.6. In the event that the Company suspects potential fraud, the Company reserves the right to freeze the suspected account at its discretion for further investigation; meanwhile, the Advertiser's funds will be immediately frozen until the investigation is fully completed.
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8.1. You, as a User, may not use the Services in any manner other than explicitly permitted in these Terms. Without limiting the generality of the foregoing, you may not:
a) violate any intellectual property rights, including, but not limited to, copyrights, patents, trademarks, or trade secrets of AdsGram;
b) use the Services to transmit any data or send or upload any materials containing viruses, trojans, worms, American bombs, keyloggers, spyware, adware, or any other malicious software or similar computer code intended to negatively affect the operation of any software or hardware;
c) use any robot, spider, other automated device, or manual process to monitor or copy the Services or any part thereof, except for copying or exporting permitted by the Terms;
d) create backup or archive copies of the Portal or any part thereof, including reverse engineering or decompiling, or develop any closed or licensed software that operates on the Portal;
e) trade or obtain funding on or through the Portal;
f) if you are a resident or citizen of a Restricted Jurisdiction, access the Portal or any Services using any virtual private network, proxy service, or any other third-party service, network, or product with the intention of hiding your IP address or location;
g) use the Services for (a) illegal purposes or (b) for fraudulent or malicious activities, or (c) in any way inconsistent with these Terms, or (d) violate any Applicable Laws.
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8.2. By using the Services, you expressly agree that you assume full responsibility:
8.2.1. for the secure storage of your own files, passwords, mnemonic phrases, and/or private keys. You are solely responsible for any loss of your Wallets. Your Wallet is not accessible to AdsGram or the Company, and AdsGram will not store your files, passwords, mnemonic phrases, and/or private keys.
8.2.2. for familiarizing yourself with the Portal, the Services, and their purpose. You agree to follow all necessary steps related to the use of the Portal in accordance with its intended purpose. We will not be liable for any misuse of the Portal resulting from User errors.
9.1. By participating in our Portal and using the Services, you acknowledge and accept the inherent risks associated with the Portal. These risks include, but are not limited to, the following: