Terms of Service

Last Updated: March 15, 2023

1. Acceptance of Terms

By accessing or using Allied Clicks LLC services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service. If you do not agree to these terms, you must not access or use our services.

2. Definitions

Throughout these Terms of Service:

• "We," "us," "our," and "Allied Clicks" refer to Allied Clicks LLC, including its division Optimum.
• "Services" refers to our marketing automation tools, API integrations, and related services.
• "You" and "your" refer to the individual or entity using our Services.
• "Platform" refers to third-party advertising platforms (such as Google, Facebook, etc.) that our Services integrate with.
• "API" refers to Application Programming Interface, the method by which our Services interact with Platforms.

3. Service Agreement

By using our automation services, you agree to:

• Maintain valid API credentials for all platforms you wish us to integrate with. You are responsible for ensuring these credentials remain valid and for notifying us of any changes.
• Provide accurate campaign objectives and business goals to enable proper configuration of our automation systems.
• Comply with all platform policies of third-party services (Google, Facebook, etc.) that our automation tools interact with.
• Respond to service notifications in a timely manner when human intervention is required.
• Maintain sufficient advertising budgets on integrated platforms to enable our automation systems to function properly.
• Provide timely feedback on automation performance to enable system refinement.

Service Delivery

We will provide the Services with reasonable skill and care, consistent with general industry standards. We will:

• Configure automation systems according to your specified business objectives
• Maintain system uptime of at least 99.5% (excluding scheduled maintenance)
• Provide technical support during business hours
• Deliver regular performance reports
• Apply system updates and improvements without additional charges

4. Account Registration & Security

To use our Services, you must:

• Create an account with accurate, complete information
• Maintain the security of your account credentials
• Promptly notify us of any unauthorized access
• Ensure that account administrators have appropriate authority to act on behalf of your organization

You are responsible for all activities that occur under your account. We reserve the right to suspend accounts where security has been compromised until the issue is resolved.

5. Service Limitations

While we optimize campaigns using advanced automation, we cannot guarantee:

• Specific performance metrics such as ROAS, CPA, or conversion rates, as these depend on multiple factors outside our control including market conditions, competition, and product appeal.
• Protection against platform algorithm changes that may affect campaign performance. We will make reasonable efforts to adapt to such changes promptly.
• Third-party API availability or functionality. Our Services depend on APIs provided by advertising platforms, and we cannot control their availability or changes to their functionality.
• Results from insufficient data. Our automation systems require sufficient historical data to make effective optimizations.
• Performance during major platform outages or during significant platform updates that affect API functionality.

Force Majeure

Neither party shall be liable for failure to perform obligations if such failure is as a result of Acts of God, changes in laws or regulations, embargoes, war, terrorist acts, riots, fires, earthquakes, floods, labor strikes, or other causes beyond reasonable control.

6. Payment Terms

Our payment terms are as follows:

• Services are billed according to the plan selected during registration
• Payment is due within 30 days of invoice date
• We accept major credit cards, ACH transfers, and wire transfers
• Late payments may result in service suspension
• All fees are exclusive of applicable taxes

Price changes will be communicated at least 30 days in advance. You may cancel services before the new pricing takes effect without penalty.

7. Intellectual Property Rights

All intellectual property rights in our Services, including software, algorithms, dashboards, and reports, remain the property of Allied Clicks LLC. You receive a limited license to use these materials solely in connection with your use of our Services.

You retain all rights to your data, content, and advertising materials. You grant us a limited license to use these materials solely for the purpose of providing the Services.

8. Data Usage & Privacy

We collect and process data as described in our Privacy Policy. By using our Services, you consent to such processing and warrant that all data you provide has been lawfully obtained and can be lawfully processed by us.

9. Prohibited Uses

You may not use our Services to:

• Violate any applicable laws or regulations
• Advertise prohibited products or services
• Infringe on intellectual property rights
• Distribute malware or engage in hacking activities
• Engage in deceptive marketing practices
• Attempt to reverse-engineer our proprietary systems

10. Termination Policy

Services may be terminated by either party with 30 days written notice. Upon termination:

• Your data will be archived for 90 days from the termination date, during which time you may request exports.
• We will provide data exports in standard formats upon request during the archive period.
• All data will be permanently deleted after the 90-day archive period.
• Any outstanding fees will become immediately due.
• API connections will be disconnected within 24 hours of service termination.

Immediate Termination

We reserve the right to immediately terminate services without notice if:

• You breach these Terms of Service
• You engage in fraudulent activity
• Payment is more than 60 days overdue
• You become insolvent or enter bankruptcy proceedings

11. Disclaimer of Warranties

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

We do not warrant that the Services will be uninterrupted, error-free, or completely secure. You acknowledge that there are risks inherent in internet connectivity that could result in the loss of your privacy, data, and confidential information.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL ALLIED CLICKS LLC BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM:

• YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES
• ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICES
• ANY CONTENT OBTAINED FROM THE SERVICES
• UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT

IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS EXCEED THE AMOUNT PAID BY YOU TO ALLIED CLICKS LLC DURING THE TWELVE (12) MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY.

13. Indemnification

You agree to indemnify, defend, and hold harmless Allied Clicks LLC and its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including attorney's fees) arising from:

• Your use of the Services
• Your violation of these Terms
• Your violation of any third-party rights, including without limitation any copyright, property, or privacy right
• Any claim that your content caused damage to a third party

14. Governing Law

These Terms shall be governed by the laws of the State of New Jersey, without regard to its conflict of law provisions. You agree that any legal action or proceeding between Allied Clicks LLC and you shall be brought exclusively in a federal or state court of competent jurisdiction sitting in New Jersey.

15. Changes to Terms

We reserve the right to modify these Terms at any time. We will provide notice of significant changes through our website or by sending you an email. Your continued use of the Services after such modifications constitutes your acceptance of the revised Terms.

16. Contact Information

If you have any questions about these Terms, please contact us at:

Allied Clicks LLC
1050 Wall Street, Suite 630
Lyndhurst, NJ 07071
United States

Email: [email protected]
Phone: (555) 123-4567