Terms of Service

This is a binding agreement. Your indemnity obligation in section 17, the warranty disclaimer and liability cap in sections 15 and 16, and the arbitration clause and class action waiver in section 20 directly affect your rights. Read them carefully before creating an account.

1. Parties, scope and formation

These terms govern the relationship between Adropic Inc., a corporation organised under the laws of Delaware, USA (registered address: 8 The Green, Suite B, Dover, DE 19901, USA; Delaware File Number 10761000) ("Adropic", "we") and the individual or legal entity using the Adropic platform ("User", "you").

By creating an account, accessing or using the service, you represent that you have read, understood and accepted these terms. If you do not accept them, you may not use the service.

The following documents form an integral part of this agreement and apply together with these terms:

In case of conflict, the document specific to the subject matter prevails over these Terms of Service; sections 15, 16, 17 and 20 apply in all cases.

2. Definitions

Term	Meaning
Service	The Adropic platform, its interface, APIs, agents and all components
User Content	Images, text, logos, product and brand data you upload or connect
Output	Images, video, text, analyses and recommendations generated through the Service
Connected Account	A third party advertising, commerce or analytics account you connect to Adropic
Credit	The usage unit loaded to your account that covers compute cost
Autonomous Features	Autopilot, agents and any automated function that can make changes on your behalf

3. Eligibility and capacity

You must be at least 18 years old and have legal capacity to contract.
If you act on behalf of a legal entity, you represent that you are authorised to bind that entity; "you" then includes that entity.
You may not use the service if you are located in, or are a person or entity listed under, US, UN, EU or UK sanctions regimes.
If Adropic has previously terminated your account, you may not open a new one without written permission.

4. Account, authorisation and security

You are responsible for the confidentiality of your credentials and for all activity under your account.
You must notify support@adropic.com without delay if you detect unauthorised access.
You are responsible for access you grant to team members and for their actions as if they were your own.
You must keep the information you provide accurate and up to date.

5. Your representations and warranties

By using the service you represent and warrant that:

You hold all rights, licences and permissions necessary for every item of User Content you upload or reference.
You own, or are authorised to act on behalf of, every brand you add to the platform.
You have authority over each Connected Account and connecting it does not breach that platform's terms.
Where a person's face, voice or likeness is involved, you have obtained that person's documented, explicit consent.
The content, claims and targeting of the ads you generate and publish comply with applicable advertising, consumer protection, health, financial and data protection law.
You will not use the service for any unlawful purpose.

A breach of these representations is a material breach and triggers the indemnity in section 17.

6. The service and changes to it

Adropic provides brand analysis, AI-assisted ad creative generation, campaign management and automated optimisation. The scope depends on your plan and the accounts you connect.

Adropic reserves the right to improve or change the service's features, model providers, credit consumption rates and technical infrastructure. Where a feature is materially restricted or removed, existing subscribers receive at least 30 days' notice.

7. User Content and licence granted

You retain ownership of User Content. To provide the service, you grant Adropic a worldwide, royalty-free, non-transferable licence, for the duration of the service relationship, to host, copy, process, format, transmit to subprocessors and use User Content to generate Output. This licence is limited to providing the service.

Adropic does not use User Content or Output to train foundation models; see the Privacy Policy.

Adropic has no obligation to monitor User Content, but reserves the right to remove or disable content it reasonably suspects to be unlawful, without prior notice.

8. Adropic's intellectual property and feedback

The software, interface, models, prompt architecture, scene and style libraries, scoring engines, trade marks and documentation of the service belong to Adropic or its licensors. This agreement grants you only the right to use the service; no other rights are transferred.

Adropic may freely use any suggestions, ideas or feedback you provide about the service, without confidentiality, payment or attribution obligations.

9. AI outputs

Rights in Output are assigned to you to the extent applicable and provided your payments are current. However, no warranty whatsoever is given as to the accuracy, uniqueness, copyrightability or non-infringement of Output. See AI Content and Liability for your review obligations.

10. Acceptable use

You may not use the service outside the scope of the Acceptable Use Policy. Violations may lead to suspension or termination without prior notice and do not give rise to a refund.

11. Third party platforms and autonomous features

Actions on Connected Accounts are subject to the Third Party Platform Terms, and automated changes to the Autonomous Actions Consent.

All advertising spend incurred on Connected Accounts is yours. Adropic is under no circumstances liable for advertising spend, the efficiency of that spend, or restrictions imposed by a platform.

12. Fees, taxes and non-payment

Credits, billing, refunds and price changes are governed by Credits and billing.

Prices exclude taxes unless stated otherwise; all taxes, duties and withholdings (other than Adropic's own income tax) are your responsibility.
If payment fails, Adropic may suspend the account; credits do not renew during suspension.
If you initiate an unjustified chargeback, Adropic may terminate the account immediately and recover the resulting costs.

13. Beta and experimental features

Features marked "beta", "experimental", "preview" or similar are under development and may change or be removed at any time. They are provided without any warranty and the liability cap in section 16 applies to them.

14. Service level, interruptions and force majeure

Adropic gives no uptime commitment. Planned maintenance, outages at third party model providers, API changes by advertising platforms and infrastructure failures may temporarily affect the service.

Neither party is liable for delay or failure to perform caused by events beyond its reasonable control, including natural disaster, war, cyber attack, acts of public authorities, internet infrastructure failures, or a model or cloud provider suspending its service.

15. Disclaimer of warranties

The service and all Output are provided "AS IS" and "AS AVAILABLE". To the maximum extent permitted by law, Adropic disclaims all warranties, express or implied, including merchantability, fitness for a particular purpose, non-infringement, uninterrupted operation, error-free operation and accuracy.

In particular, Adropic does not warrant that:

Generated creatives will achieve any particular conversion, sales or reach performance
Output will accurately reflect your product's real appearance, features or labelling
Output will not infringe the copyright, trade mark or personality rights of third parties
Ads will be approved by, or remain live on, any platform
Decisions made by Autonomous Features will be correct

The service is not legal, financial, medical or professional advertising advice and may not be construed as such.

16. Limitation of liability

To the maximum extent permitted by law, Adropic is not liable for indirect, incidental, special, punitive or consequential damages, nor for loss of profit, revenue, goodwill, business interruption, loss of data, or damages arising from advertising spend — even if Adropic was advised of the possibility of such damages.

Adropic's total aggregate liability under this agreement shall not exceed the greater of the amounts you actually paid to Adropic in the three (3) months preceding the event giving rise to the claim, or USD 100.

This cap applies in aggregate across contract, tort, strict liability and all other legal bases. Liability for wilful misconduct, gross negligence and any liability that cannot be excluded by law is unaffected. Some jurisdictions do not allow the exclusion of incidental or consequential damages; there the limitation applies to the maximum extent permitted.

17. Your indemnity

You agree to defend, indemnify and hold harmless Adropic, its officers, employees and subprocessors from any claim, action, investigation, administrative penalty, loss, fine and reasonable legal costs arising out of:

User Content or ads you publish infringing third party copyright, trade mark, patent, personality or personal data rights
Claims, targeting or presentations that breach advertising law, consumer protection rules or platform policies
Any of your representations in section 5 being untrue
Spend incurred on Connected Accounts and disputes relating to it
Your use of the service in breach of this agreement or of the law
Claims brought by your own customers, end users or business partners

Adropic reserves the right to assume its own defence, in which case you agree to cover reasonable costs and to cooperate. You may not enter into any settlement that creates an obligation for Adropic without its written consent.

18. Limitation period

To the extent permitted by law, any claim arising out of this agreement or the service must be brought within one (1) year of the date it arose. Claims not brought within that period are barred.

19. Suspension and termination

You may close your account at any time; closure takes effect at the end of the billing period.

Adropic may suspend or terminate the account without prior notice in case of breach of these terms, suspected unlawful use, non-payment, or risk to the security of the service or other users. For non-serious breaches a reasonable cure period is granted.

On termination, unused credits expire and amounts paid are not refunded. Retention periods for your data are set out in the Privacy Policy; on request, an export of your data is provided within 30 days of termination.

20. Dispute resolution, arbitration and class action waiver

Informal resolution first. Before filing suit or arbitration, you agree to send written notice to support@adropic.com and to seek a good faith resolution for 30 days.

Arbitration. Disputes not resolved within that period shall be settled by binding arbitration under the Commercial Arbitration Rules of the American Arbitration Association (AAA), seated in Delaware, before a single arbitrator, in English. The award is final. Requests for injunctive relief to protect intellectual property rights, and claims within the scope of small claims courts, are excluded from this clause.

Class action and jury waiver. Claims may be brought only on an individual basis; no class, representative or consolidated proceedings are permitted. To the extent permitted by law, the parties waive trial by jury.

If the consumer law of your country of residence renders these provisions unenforceable against you, the arbitration clause and class action waiver do not apply to you; the remainder of the agreement stays in force.

21. Governing law and jurisdiction

These terms are governed by the laws of the State of Delaware, USA, without regard to conflict of law rules. Where section 20 does not apply, the state and federal courts located in the State of Delaware have exclusive jurisdiction. Rights granted to you by the mandatory consumer law of your country of residence remain reserved.

22. Export control and sanctions

You may not use the service in breach of US export control and sanctions law, or provide access to sanctioned persons or countries. Breach of these rules is grounds for immediate termination.

23. Changes

These terms may be updated. Material changes are announced by email or in-app notice at least 15 days before they take effect. Continuing to use the service after notice means you accept the updated terms. If you do not accept them, you may close your account.

24. General

Assignment. You may not assign this agreement without Adropic's written consent. Adropic may assign it in connection with a merger, acquisition or sale of assets.
Severability. If a provision is held invalid, the remainder stays in force and the invalid provision is replaced by the valid provision closest to its intent.
Waiver. Failure to exercise a right is not a waiver of that right.
Entire agreement. This agreement and its annexes constitute the entire agreement between the parties and supersede prior statements.
Notices. Adropic's notices are sent to your registered email address or delivered in-app and are deemed received on dispatch. You consent to electronic communications.
Independent parties. No partnership, agency or employment relationship is created between the parties.
Survival. Sections 5, 7, 8, 12, 15, 16, 17, 18, 20, 21 and 24 survive termination.
Language. In case of conflict between the Turkish and English versions of this document, the English version prevails.

25. Contact

Adropic Inc. 8 The Green, Suite B, Dover, DE 19901, USA support@adropic.com