This Terms of Service Agreement (“Agreement”) is entered into by and between AdPubsValue Pvt. Ltd. (“APV”), a company incorporated under the Companies Act, 2013 having its registered office at A-486/487, Indira Gali, Mandavali, Delhi – 110092, and You (“Publisher”), i.e., you or any other person or entity identified in any Service account on whose behalf you are authorized to act. This Agreement constitutes the terms and conditions for your use of the AdPubsValue advertising technology.

By creating any Service account via the online user interface provided by AdPubsValue for accessing its services, or by otherwise accessing or using any of the Services, you agree that you have the authority to bind and you agree to be bound by the terms of this Agreement. If you do not agree to the terms of this Agreement, do not create a Service account, or access or use any Service. This Agreement does not alter in any way the terms or conditions of any other agreement you may have with AdPubsValue for products, services, or otherwise.

Now, therefore, in consideration of the mutual promises contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, APV and Publisher are each a “Party” and, collectively, the “Parties”. The Parties hereby agree as follows:

1. Definitions

(same definitions as original, but replacing GG → APV)

• “Ad Units” → spaces on Publisher’s network where ads can be placed.
• “Advertiser” → any advertiser, sponsor, agency, etc.
• “Advertising Sales Revenue” → gross consideration accrued by APV in connection with ads.
• “Net Advertising Sales Revenue” → gross revenue minus ad-serving/sales commissions and deductions (max 15%).
• “Online Interface” → APV’s reporting dashboard.
• … (all other definitions preserved with GG replaced by APV)

2. Obligations of Publisher

• Grants APV the right to sell ads on Publisher’s network.
• Must provide data, DAU figures, demographics as required.
• May block/reject certain ad categories (takes up to 48 hrs to pause).
• Must comply with privacy laws and obtain user consent for personalized ads (location, device data, etc.).
• Must not host illegal, obscene, or infringing content.

3. Obligations of APV

• Grants Publisher the right to use APV’s proprietary tools.
• Uses commercially reasonable efforts to sell ads.
• Provides daily reporting via dashboard.
• Allows Publishers to run cross-promotion and self-serve ads (free up to a monthly limit of Branded Sessions).

4. Payments

• Publisher share: 70% of Net Advertising Sales Revenue.
• Paid within 60 days of invoice submission.
• Minimum payout via wire transfer: USD 1,000.
• Amounts exclusive of taxes.

5. Conditions

• Term: Starts when Service account is created, continues until terminated.
• Termination: Either party may terminate with 30 days’ written notice. Immediate termination possible for uncured breaches.
• Liability: APV’s liability capped at USD $500.
• Indemnity: Mutual indemnification for breaches and IP infringements.
• Force Majeure: Neither party liable for uncontrollable events.

6. Use of Information

• Confidential Information must be protected with at least reasonable care.
• Disclosure only if legally required, with notice to the other party.

7. General Provisions

• Relationship: Independent contractors (not partners, JV, or employer-employee).
• Jurisdiction: Governed by laws of India; disputes under Delhi High Court.
• Entire Agreement: Supersedes all prior agreements.
• Amendments: Only valid if in writing signed by both parties.