Terms and Conditions
Last updated: 10 March 2017

BEFORE REGISTERING AN ACCOUNT ON BIDEXCHANGER PLEASE READ THIS AGREEMENT CAREFULLY. IF YOU DO NOT AGREE WITH ANY CLAUSE DO NOT USE THE PLATFORM AND DO NOT REGISTER YOUR ACCOUNT ON THE PLATFORM. ACCOUNT REGISTRATION ON THE BIDEXCHANGER PLATFORM MEANS YOUR UNCONDITIONAL ACCEPTANCE OF THE TERMS AND CONDITIONS BELOW.

This Agreement (hereinafter referred to as the Agreement) has been concluded between:

STEKALEX s.r.o
Lasenicka 1512, Kyje, 198 00 Praha 9
>Praha, Czech Republic
ICO 27442624
VAT ID CZ27442624
(Hereinafter referred to as the Platform, BidExchanger) and

You (hereinafter referred to as the Advertiser, the User).

Terms and Definitions

Advertiser implies an individual or a legal entity, upon the request and on the basis of the instructions of which the Platform shall perform the buying-out of advertising.

Platform implies a package of technical and software tools, the use of services of which is provided for the buying-out of advertising presentations in favor of the Advertiser in advertising networks.

Advertising networks implies websites, applications and other media that provide the services for selling advertising presentations of creatives to third parties.

BidExchanger implies the DSP (Demand Side Platform) Platform, which provides services at bidexchanger.com and my.bidexchanger.com.

Account implies a personal account registered by the Advertiser at http://my.bidexchanger.com, intended for transferring funds, viewing statistics and managing advertising campaigns.

Account balance implies the amount of the Advertiser's funds paid as a pre-payment for the services provided by the BidExchanger Platform, excluding the funds already expended for the provision of services and commissions charged at the replenishing the balance of the account or the refunds.

Advertising campaign implies a set of instructions and settings created by the Advertiser to buy out advertising in favor of the Advertiser and attracting visitors to the Advertiser's website

Advertising materials (creatives) implies graphic, web-linked, video and other materials presented to the visitor of the website to attract the said visitor to the Advertiser's website.

General Conditions

The Agreement is developed by BidExchanger and stipulates the conditions of using the Platform as well as the rights and obligations of its users and BidExchanger.

BidExchanger reserves the right to amend the text of this Agreement notifying users about it by publishing a new version of the Agreement on the Platform. The user shall regularly monitor the modifications introduced to the Agreement. If the User does not consent to the new version of the Agreement, the User shall immediately stop using the Platform. If after the entry into force of the new version of the Agreement the User continues to use the Platform, the User thereby confirms his full consent to the new version of the Agreement.

The User shall fully familiarize himself with the terms of the Agreement before the start of the registration procedure.

The acceptance of this Agreement shall be carried out by the User by accepting the terms of the Agreement during the registration or from the time the User starts using the Platform without registration insofar as it is permissible by the functionality of the Platform.

Services Provided

BidExchanger shall provide Advertisers with the services of buying out spaces for placing their advertising materials in advertising networks for the purpose of presenting them to an unlimited number of persons interested in purchasing the services/goods of the Advertiser.

The Advertiser is not required to pay for the registration and access to the Platform.

Under this Agreement, BidExchanger shall provide the Advertiser with a range of services on both a paid basis and a free basis.

Free services include the information services, in the framework of which the Advertiser shall not have any financial obligations to BidExchanger.

Paid services include the services, in the framework whereof the Advertiser undertakes to transfer funds to BidExchanger by activating the service and simultaneously debiting the appropriate amount from the account balance of the Advertiser, and BidExchanger in turn undertakes to provide such services to the Advertiser.

A paid service is deemed ordered from the moment when the Advertiser has paid for the ordered service.

BidExchanger has the right to deny the Advertiser the provision of services, in the following cases:

  • In the event that the Advertiser has violated and/or is violating the rules which are governed by this Agreement as well as by other documents that govern the relationship between BidExchanger and the Advertiser.
  • Attempts by the Advertiser to inflict any kind of damage to the Platform or BidExchanger.
  • The refusal of the Advertiser to comply with any requirements of BidExchanger or the Platform, including the refusal to provide BidExchanger with documents confirming the data specified by the Advertiser during registration or the subsequent use of the Platform.

Under this Agreement, BidExchanger shall provide paid services to the Advertiser and charge monetary payments for such services conditional to their nature.

To optimize the financial processes between BidExchanger and the Advertiser in the Platform, a special electronic settlement system has been introduced.

At the time of the Advertiser's registration procedure, in addition to a number of functionalities, a personal account is formed, which is account specific.

In the event the account of the Advertiser lucks the funds sufficient to order a paid service, such service shall not be provided.

To activate paid services, the Advertiser is encouraged to replenish the account balance in the amount sufficient to order paid services. The crediting of the Advertiser's money to the personal account is made by any of the methods offered by BidExchanger in the Platform.

Rights and Obligations of The Parties

BidExchanger undertakes to:

  • Maintain the Platform in working order in the 24/365 mode;
  • Provide the Advertiser with access to his advertising campaigns through the Advertiser’s personal account at all times;
  • Buy out advertising presentations strictly according to the specified settings of the advertising campaigns.

BidExchanger has the right to:

  • At any time, request documents whereby to identify the Advertiser or obtain additional information about the Advertiser’s activities under the KYC procedure;
  • Conduct concealed inspection of advertising campaigns in order to identify violations of this Agreement and prevent damage to third parties;
  • At any time, change the design of the Platform, its content, and the list of services, as well as modify or supplement the software or other objects used or stored in the Platform, and any server applications at any time with or without notice;
  • If necessary, send messages by e-mail and other available means regarding the use of the Platform;
  • Change the conditions for the provision of an account or terminate such account (temporarily or permanently) with or without prior notice;
  • Promptly deposit payment for services made by the Advertiser and display the data in the latter’s account;
  • Provide the Advertiser with paid services according to the established prices for services;
  • Request from the Advertiser at any time and in any form consent to the processing of personal data and to that personal data placed in the Platform will be deemed publicly available;
  • Import and store personal data whereto access has been granted by the Advertiser;
  • Establish additional restrictions on the use of the Platform, and modify such restrictions at any time;
  • Request from the Advertiser a submission of his identification and bank information solely for the purpose of providing services through the Platform.

The Advertiser is obligated to:

  • Comply with all clauses of this Agreement;
  • Provide only accurate personal data and in the future make the necessary changes in the event that such personal data undergoes any changes, in the manner provided for by this Agreement, as well as by other documents that govern the relationship between BidExchanger and the Advertiser;
  • Provide BidExchanger with additional information about his activities;
  • Strictly and to the full extent comply with all the rules that are governed by this Agreement, as well as other documents that govern the relationship between BidExchanger and the Advertiser;
  • Avoid using the services provided by BidExchanger for unlawful purposes or for purposes that may in any way cause damage to BidExchanger and/or third parties;
  • Avoid the disclosure of confidential information, which became known to him as a result of his relationship with BidExchanger;
  • Pay for the services of BidExchanger from his account balance.

The Advertiser has the right to:

  • Get access to his account, advertising campaigns and statistics at any time, except for the pre-announced periods of technical measures;
  • At any time, request a refund of unexpended funds from the account balance if the account has not been previously locked;
  • Register in the order defined by the functionality of the Platform and obtain access to the services of the Platform;
  • Apply to BidExchanger for technical support for the purpose of resolving disputes or for assistance in using the Platform;
  • Enter any amount of funds at his discretion with the purpose of replenishing the balance for the subsequent order of paid Platform services.

The parties have the right to terminate this Agreement unilaterally at any time.

Advertiser’s Account

Account registration.

  • Registration of an account may be denied if:
    • BidExchanger suspects the Advertiser of links to terrorist organizations, advertising of military weapons and/or ammunition, their manufacturing or sale;
    • BidExchanger suspects the Advertiser of money laundering or financing of terrorism;
    • BidExchanger suspects the Advertiser of having committed a crime;
    • The Advertiser carries out an activity or trading in a country where this activity is banned or restricted at the legislative level;
    • If the Advertiser produces or publishes racist materials or materials of political propaganda;
    • If the Advertiser does not have the appropriate license to carry out his activities;
    • If the Advertiser is a political and/or charitable organization.

Account closure.

  • The Advertiser closes the account by sending a request to support@bidexchanger.com;
  • The balance of funds in the account is returned in accordance with the rules of refund stipulated by this Agreement;

Account blocking.

  • In the event of violation of any clause of this Agreement, BidExchanger has the right to unilaterally block the use of the Advertiser's account without explaining the reasons;
  • In the event of account blocking, unused funds will not be refunded.

Calculation of account expenses.

  • Account costs are calculated in real time and deducted from the balance for each advertising presentation;
  • Due to the imperfection of databases, technical means and information transmitted to BidExchanger from advertising networks, a slight variance between advertising campaign targeting and real buying-out may occur, but not more than 5%;
  • All expenses are calculated exclusively according to the statistics provided by BidExchanger and are not subject to contesting by the Advertiser.
Fees and Commissions

Account replenishment.

  • The following types of payment systems and methods are available for account replenishment:

Bank transfer with the incoming commission of 0%. The payment can be executed in USD or EUR (SEPA). BidExchanger does not charge a commission for replenishment by bank transfer. The commission charged by the bank of the Advertiser shall be paid by the Advertiser. Payments must be sent with the type SHA, OUR. The crediting of funds is made after their receipt on the settlement account of BidExchanger within 1 business day (UTC + 3).

Paxum – the commission for crediting is 0%; the crediting of funds is made after their receipt on the settlement account of BidExchanger within 1 business day in the payment system paxum.com. The maximum amount of replenishment.

Epayments – the commission for crediting is 0%; the crediting of funds is made after their receipt on the settlement account of BidExchanger within 1 business day in the payment system epayments.com.

Credit cards - the commission is 5%; the replenishment of the account occurs immediately after the transaction and the transfer of payment information to BidExchanger by our payment agent commercegate.com.

  • In the event of exceeding the maximum amount of replenishment without the concurrence of BidExchanger or the impossibility of identifying the account of the Advertiser for replenishment, the Platform reserves the right to return the funds to the sender's account with deduction of transfer expenses incurred by BidExchanger.

Refund of Funds.

  • Refund of funds from the account balance unexpended for the Platform services shall be carried out within 5 working days from the date the Advertiser notifies BidExchanger via e-mail to support@bidexchanger.com;
  • BidExchanger shall retain the transaction fee for a refund in the amount of 10% of the refund amount, but not less than 20 USD;
  • Refunds are made according to the details of the account wherefrom the last replenishment was made but not less than the unexpended amount received from this billing account;
  • Refunds shall not be made if the Advertiser violates the stipulated terms and conditions.

Taxes.

  • STEKALEX s.r.o. is a VAT registrant in the Czech Republic. In accordance with this fact and depending on the jurisdiction of the Advertiser and his tax position, the withholding of VAT in the amount of 21% may occur when crediting funds to the account balance.
Advertising Materials Requirements

All advertising materials shall be presented in the correct format (video, graphics, web-link).

All advertising materials shall undergo the preliminarily inspection for compliance with the rules of the advertising networks wherein they will be presented.

When using the Platform, the Advertiser shall not use the following promotional materials:

  • Violating the current legislation of the Czech Republic;
  • Offensive against other advertisers and third parties, violating their honor and dignity;
  • Of the restricted nature or not subject to disclosure (commercial secret);
  • Which are subject to the exclusive rights of BidExchanger, other users and third parties without their consent received in accordance with the procedure established by law;
  • Infringing upon the exclusive rights of BidExchanger, other advertisers and third parties;
  • Containing personal data of third parties without their consent to the posting of such data;
  • Aimed at breaking, destroying or limiting the functionality of any software, hardware or telecommunications equipment;
  • Spam, invitations to participate in financial pyramids or imposing services in other ways;
  • Containing information or instructions on the commission of unlawful actions, describing or promoting criminal activity, as well as instructions or guidelines for the commission of criminal acts;
  • Promoting cruelty to animals;
  • Propagandizing the infliction of physical damage or harm to any public authority, individual or legal entity, including, among other things, instructions for the creation of explosive devices, explosives, incendiary mixtures and other types of weapons and means of destruction;
  • Containing threats or libelous and discrediting information;
  • Fraudulent;
  • Promoting racial, religious, or ethnic hatred or enmity and any other information that violates the rights of a person and citizen protected by law.

Each advertising network has the right to impose its own set of requirements and the advertising materials of the Advertiser shall adhere to them.

In the event that the advertising material does not meet the conditions of a certain network, it shall not be allowed for presentation only in the said network.

All advertising materials belong to advertisers and advertisers are fully responsible for their content and links.

BidExchanger is not liable for any direct or indirect damage to the Advertiser or third parties when using the BidExchanger Platform.

All disputable issues shall be considered by the parties in a pre-trial arrangement. In the event that the parties fail to reach the agreement, the dispute shall be settled according to the laws of the Czech Republic in the court at the location of BidExchanger.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY THE APPLICABLE LAW, BIDEXCHANGER SHALL NOT BE LIABLE FOR DIRECT OR CONSEQUENTIAL DAMAGES, LOST PROFITS, MORAL DAMAGE INCURRED BY THE USER IN CONNECTION WITH THE USE OF THE PLATFORM OR THE INABILITY TO USE IT, INCLUDING BUT NOT LIMITED TO, IN CONNECTION WITH:

a) PLACEMENT BY THE USER OF ANNOUNCEMENTS, ADVERTISING MATERIALS, MESSAGES, CONTENT OR LINKS TO THIRD-PARTY INTERNET RESOURCES INFRINGING ON THE REQUIREMENTS OF APPLICABLE LAW AND/OR THE RIGHTS OF THIRD PARTIES;

b) THE USE OF UNRELIABLE AND/OR IRRELEVANT INFORMATION AND/OR THE INFORMATION CAUSING MORAL DAMAGES AND/OR OTHER INFORMATION CONTRAVENING ANY VALID LEGISLATION, PLACED BY OTHER USERS,

c) THE LOSS OF ANY INFORMATION USED IN THE FRAMEWORK OF THE PLATFORM;

d) THE LOSS BY THE USER OF CONTROL OVER HIS ACCOUNT AND ACCESS TO THE USER’S ACCOUNT OBTAINED BY THIRD PERSONS;

e) THE DELETION OR TEMPORARY BLOCKING OF THE USER’S ACCOUNT AND THE PENALTIES AND ANY OTHER LIMITATIONS IMPOSED ON THE USER UNDER THE FRAMEWORK OF THE PLATFORM.

IN THE EVENT THAT THE USER VIOLATES THE PROVISIONS OF THIS AGREEMENT OR OTHER DOCUMENTS THAT GOVERN SUCH RELATIONS BETWEEN THE PARTIES, THE USER SHALL COMPENSATE BIDEXCHANGER IN FULL FOR ALL DAMAGES SUSTAINED IN THIS CONNECTION.

Disclaimer of Guaranties

THE PLATFORM IS PROVIDED "AS IS", THAT IS WITHOUT GUARANTIES OF QUALITY AND APPLICABILITY OF THE PLATFORM FOR ANY EXPRESS OR IMPLIED PURPOSES. THE PLATFORM DOES NOT GUARANTEE ITS UNINTERRUPTED AND ERROR-FREE FUNCTIONING. BIDEXCHANGER HAS THE RIGHT (AND THIS IS AN IMPORTANT SERVICE CONDITION) TO DENY ACCESS TO THE PLATFORM FOR ALL USERS OR ANY OF THEM WITHOUT EXPLAINING THE REASONS, ON A TEMPORARY OR PERMANENTBASIS AND TO DELETE ANY INFORMATION OR ANY CONTENT PLACED IN THE PLATFORM BY THE USER. BIDEXCHANGER RETAINS THE RIGHT TO SUSPEND SERVICES TO USERS AT ANY TIME WITHOUT EXPLAINING THE REASONS. BIDEXCHANGER DOES NOT WARRANT AND IS NOT RESPONSIBLE FOR THE ACCURACY, RELEVANCE, SAFETY OR RELIABILITY OF THE INFORMATION PLACED ON THE THIRD-PARTY INTERNET RESOURCES WHEREOF THE LINKS ARE PLACED BY USERS IN THE FRAMEWORK OF THE PLATFORM. THE USER ACKNOWLEDGES THAT, BY FOLLOWING SPECIFIED LINKS, HE ACTS AT HIS OWN RISK. BIDEXCHANGER DOES NOT GUARANTEE THE SAFETY OF THE LINKS AND CONTENT PLACED BY THE USERS IN THE PLATFORM; THEREFORE, IF THE USER IS INTERESTED IN PRESERVING ANY CONTENT PLACED WITHIN THE FRAMEWORK OF THE PLATFORM, HE SHALL USE OTHER METHODS OF SAVING THE NECESSARY INFORMATION. THE USER ACKNOWLEDGES THAT HE USES THE PLATFORM AT HIS OWN RISK. BIDEXCHANGER DOES NOT WARRANT THAT ANY INFORMATION PLACED BY USERS IN THE FRAMEWORK OF THE PLATFORM WILL MEET THE CRITERIA OF RELIABILITY, ACCURACY, AND RELEVANCE. BIDEXCHANGER DOES NOT WARRANT THAT THE INFORMATION PLACED BY OTHER USERS SHALL NOT CAUSE THE USER MORAL DAMAGE, PHYSICAL DAMAGE OR LOSS.

Privacy Policy

BidExchanger does not disclose to third parties the content of the creatives, campaign settings, financial account information, personal information of the Advertiser and other information related to the activities of the Advertiser on the BidExchanger Platform, except for requests of official bodies that have the appropriate rights and in the cases described by the legislation of the Czech Republic.

Dispute Resolution

This Agreement is governed and interpreted in accordance with the laws of the Czech Republic.

All disputes that arise within the framework of the implementation of this Agreement and other legal documents of the Platform shall be resolved through negotiations.

In the event that the settling of the dispute through negotiations proves to be not possible, the dispute shall be referred to the consideration of the courts in any jurisdiction at the location of BidExchanger.

The Term of Agreement

The Agreement is valid for an indefinite term of the existence of the Advertiser's account on the Platform.

BidExchanger has the right to modify the current terms and conditions at any time with the notification provided to the Advertiser to the email address specified in his account.