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Last Revised: January 1, 2025
IMPORTANT NOTICE: THESE PAYMENT AND CREDIT TERMS ARE SUBJECT TO THE BINDING ARBITRATION AND CLASS ACTION WAIVER PROVISIONS SET FORTH IN THE GENERAL TERMS.
These Payment and Credit Terms (“Payment Terms”) related to the payment for and extension of credit, if any, related to Company’s use of the Services. These Payment Terms form a legally binding contract between Universal Ads and Company, supplement the General Terms, and form a part of the Agreement between the parties. In the event of a conflict between the General Terms and these Payment Terms, the terms that are more restrictive on the Company or more protective of Universal Ads will apply. All terms not otherwise defined herein shall have the same meaning as set forth in the General Terms.
1. Authority to Contract
The person entering into this Agreement on behalf of Company affirmatively represents that they have sufficient legal authority to enter into this Agreement on behalf of Company and to bind Company to the terms and conditions of this Agreement. Universal Ads relies on this representation in entering into this Agreement.
2. Calculation of Charges; Taxes
All amounts associated with the Services will be billed by Universal Ads or its affiliates and are payable in U.S. dollars. If the Services are subject to taxes, fees, or charges, Universal Ads may charge Company for those taxes, fees, and charges in addition to the cost of the order (collectively, “Charges”), and Company agrees to pay the Charges at the rates set forth in the order. If an order is subject to taxes and you are required by applicable law to remit and report those taxes, Company agrees to remit and report those taxes to the appropriate taxing authority. If Company is required to withhold or deduct any taxes, it will: (a) pay to Universal Ads any additional amount necessary so that Universal Ads receives a net amount equal to the Charges set forth in the applicable invoice; and (b) send to Universal Ads on a timely basis and we otherwise reasonably requests all official tax receipts or other documentation required by applicable law proving that Company complied with the requirement to withhold or deduct those taxes. If Universal Ad requests, Company will provide a valid tax identification number for Company.
All advertisements that run via the Services will be billed by Universal Ads based solely on Universal Ads’ measurements, unless otherwise stated.
3. Payment
Company shall pay all Charges as stated without any deduction or right of set-off. Credit card payments will be made directly to Universal Ads’ payment processor. If Company is sent an invoice, Company will pay Universal Ads’ affiliate per the instructions included in the invoice within 30 days after receipt. Even if you are billed by a Universal Ads affiliate, Company agrees to pay as directed.
If paying by credit card, Company will need to submit a credit card information to Universal Ads’ payment processor. Company is responsible for reviewing all applicable terms presented by the payment processor before submitting its information to them. Company authorizes Universal Ads and its payment processor to charge that payment method for the Charges at Universal Ads' convenience, including while the campaign is in progress. Universal Ads or its payment processor may run one or more payment validation checks before the payment method is charged. In the event that Company’s credit card fails the validation check, Company’s order may be canceled. Company’s payment information may automatically be updated from time to time using a payment card updater. Company authorizes Universal Ads or its payment processor to store your payment information, as updated from time to time, and, if needed, to continue billing the payment method until the Services have been fulfilled. If the issuer of the credit card seeks to recover from Universal Ads or its affiliates, directly or by way of our payment processor, any amounts received from issuer, then Customer will immediately remit to Universal Ads all amounts necessary to comply with the issuer’s requests and any costs and expenses incurred by Universal Ads or its affiliates in connection such transaction.
If approved by Universal Ads to pay by invoice, Company will need to submit to a business identity and credit check by Universal Ads’ know your business (KYB) provider. Company will need to provide the requested information, including its tax identification number, to the KYB provider. Company is responsible for reviewing all applicable terms presented by the KYB provider before submitting its information to them. Company authorizes Universal Ads and the KYB provider to collect said information and for KYB provider to share any information provided by or about Company with Universal Ads. In the event that the Company does not pass the KYB provider’s validation, Company’s order may be cancelled. Company must make payment according to the instructions included in the invoice. Company should not make payment using any instructions that are separately provided and that are not stated on an invoice issued directly by Universal Ads or its affiliates.
If Universal Ads does not receive payment from your payment card issuer or bank, their agents, or from your alternative payment method, you remain obligated to pay Universal Ads, and agree to pay all amounts due upon request from Universal Ads. If Company’s payment information is not accurate, current, and complete, Universal Ads may suspend or terminate Company and its agents use of the Service.
4. Past Due Amounts
If full payment is not received at the time specified in the order, Universal Ads may pause or terminate the running of Company’s pending or future purchases via the Services. Universal Ads may take steps to collect past due amounts. In addition to any other remedies, invoices not paid timely as required shall be considered delinquent and shall bear interest at the rate of 1.5% per month (or the highest rate permitted by law, if less) until paid in full. Company agrees to pay all reasonable costs and expenses (including attorneys’ fees) Universal Ads or its affiliates incur in collecting any past due amounts.
5. Refunds
No refunds or credits will be provided for any orders that have been completed. If Company believes that there has been a technical error, supporting information may be provided to Universal Ads. Any refunds shall be at Universal Ads’ sole discretion and may be issued in the form of service credits, less any transaction fees.
Company agrees that the above refund constitutes your sole and exclusive remedy, and Company is responsible for, and its payment method may be charged for, all Charges associated with orders already processed before cancellation.
6. Credit Check
Company authorizes Universal Ads and its affiliates to obtain a credit report on Company from one or more credit bureaus. Universal Ads may extend, revise, or revoke credit to Company at any time in its sole discretion. If Company’s credit is or becomes impaired, Universal Ads may requirement payment in advance of any purchase via the Services or may, at Universal Ads options, disable Company’s ability to make purchases via the Services. Company agrees that Universal Ads may respond to credit requests from third parties regarding Company’s creditworthiness.
7. Agents
If Company is an agency or other service provide acting on behalf of Advertiser (“Agent”), then all obligations of Advertiser hereunder, shall be joint and several obligations of such Agent. Failure of an Agent to receive adequate funds from an Advertiser does not relieve such Agent from the obligations to timely pay all amounts due to Universal Ads hereunder. Similarly, payment by an Advertiser to its Agent or payment to another party, shall not constitute or otherwise excuse full and timely payment of all amounts due to Universal Ads.
8. Miscellaneous
Universal Ads may update the Payment Terms at any time. Company agrees that Universal Ads may notify it of any such updates via email or by posting the updates to the Services. Company agrees to be bound by those updates if it, through its Users or Application, accesses or uses the Services after those updates become effective. Unless expressly agreed to in a writing signed by Universal Ads that specific references superseding these Payment Terms, nothing contained in any purchase order, insertion order, or other agreement will in any way modify, supersede, or add any additional terms or condition to these Payment Terms.
If any provision of these Payment Terms are found to be invalid, illegal, or unenforceable in any jurisdiction, the remainder of this Payment Terms shall remain in full force and effect.
We reserve all rights not expressly granted to Company.
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