TERMS OF USE

We are Spiral Ad, Inc., doing business as Spiral ("Company," "we," "us," "our"), operating the website spiral.ad (the "Site"), as well as any other related products and services that refer or link to these legal terms (the "Legal Terms") (collectively, the "Services").

These Legal Terms constitute a legally binding agreement made between you, whether personally or on behalf of an entity ("you"), and Spiral Ad, Inc., concerning your access to and use of the Services. You agree that by accessing the Services, you have read, understood, and agreed to be bound by all of these Legal Terms. IF YOU DO NOT AGREE WITH ALL OF THESE LEGAL TERMS, THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE SERVICES AND YOU MUST DISCONTINUE USE IMMEDIATELY.

The Services are intended for business users only. The Services are not available to individual consumers or for personal use.

Spiral provides AI-powered Meta Ads creative generation tools that analyze account performance data to create, test, and optimize ad variations, as well as generate variations based on user-provided concepts and ideas ("Services").

The Services are designed specifically for Meta advertising platforms (Facebook, Instagram, etc.) and are optimized based on Meta Ads Library data and performance patterns.

Our Intellectual Property

We are the owner or licensee of all intellectual property rights in our Services, including all source code, databases, functionality, software, website designs, AI models, algorithms, and related technology (collectively, the "Platform Content").

AI-Generated Creative Content

Ownership of Generated Creatives: You retain ownership of all creative content generated through our AI tools ("Generated Creatives").

License to Spiral: By using our Services, you grant us a non-exclusive, royalty-free license to:

• Store and process your Generated Creatives for service delivery
• Use Generated Creatives to improve our AI models and algorithms
• Access Generated Creatives as necessary to provide support and maintain the Services

Usage Restrictions: Generated Creatives are optimized specifically for Meta advertising platforms. While you own the Generated Creatives, you agree to use Generated Creatives exclusively on Meta advertising platforms (Facebook, Instagram, etc.). Use of Generated Creatives on any other advertising platforms is prohibited and constitutes a material breach of these Terms. This restriction survives termination of your account and continues for the lifetime of the Generated Creatives.

Business Use Only

The Services are available only to businesses and organizations. Individual consumers may not use the Services for personal purposes.

Geographic Restrictions

The Services may not be used in countries or jurisdictions where Meta advertising platforms are prohibited, restricted, or inaccessible due to legal restrictions, sanctions, or other regulatory measures.

Competitor Restrictions

You may not access or use the Services if you are a direct competitor, including but not limited to:

• Companies that develop or offer AI ad creation tools
• Companies that provide paid marketing optimization tools or platforms
• Companies that offer competing services to mobile app marketers for creative generation

If you become a competitor after beginning use of our Services, you must immediately discontinue use and notify us.

You must register for an account to use the Services. You agree to:

• Provide accurate, current, and complete registration information
• Maintain the security of your account credentials
• Notify us immediately of any unauthorized use of your account
• Accept responsibility for all activities under your account

We reserve the right to refuse service, terminate accounts, or cancel orders in our sole discretion.

Fee Structure

Our fees are calculated as a percentage of your advertising spend on Meta Ads campaigns using our AI-generated creatives, subject to a monthly minimum fee. The specific percentage rate and monthly minimum will be agreed upon during account setup and confirmed via separate agreement or order form. Fees apply only to ad spend on Generated Creatives created through our Services.

Billing and Payment Terms

• Invoices are issued monthly based on tracked advertising spend
• Payment is due within fifteen (15) days of invoice date
• We may suspend service for accounts fifteen (15) or more days overdue
• We may terminate accounts thirty (30) or more days overdue
• All payments shall be in US dollars or such other currency as we may accept at our discretion

Tracking and Verification

Advertising spend specifically attributable to Generated Creatives will be tracked automatically through our systems. We reserve the right to modify our tracking methods and systems as needed. You agree to provide reasonable access to campaign data necessary for accurate billing verification.

We reserve the right to audit advertising spend data for billing accuracy.

Third-Party Platform Disclaimer

Our Services integrate with Meta's advertising platforms through official APIs. We are not affiliated with Meta and make no representations about Meta's services. Your use of Meta platforms is subject to Meta's own terms of service and policies.

Data Access and Usage

By connecting your Meta Ads account, you authorize us to:

• Access your Meta Ads performance data through official APIs
• Analyze campaign and creative data to generate optimized creative content
• Store necessary data for service delivery and improvement

You are responsible for ensuring you have proper authorization to connect business accounts and share data with our Services.

Data Retention

We will retain your data, including Meta Ads performance data and Generated Creatives, as long as necessary to provide the Services and fulfill our business obligations.

Data Deletion Rights

You may request deletion of your data at any time by contacting us. We will delete your data within thirty (30) days of a valid deletion request, except where retention is required by law or necessary for legitimate business purposes.

Privacy

Your privacy is important to us. Our data collection and use practices are governed by our Privacy Policy, which is incorporated into these Terms by reference.

You agree not to:

• Use the Services for any illegal or unauthorized purpose
• Attempt to reverse engineer, decompile, or discover our AI algorithms
• Share, resell, or redistribute access to the Services
• Use the Services to create content that violates advertising platform policies
• Interfere with or disrupt the Services or servers
• Use automated systems to access the Services beyond normal usage
• Upload or transmit malicious code or harmful content
• Violate any applicable laws or regulations
• Use the Services in any way that competes with our business

Service Disclaimers

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." WE MAKE NO WARRANTIES ABOUT:

• The accuracy or performance of AI-generated content
• Advertising campaign results or return on investment
• Uninterrupted or error-free service availability
• Compatibility with all advertising platforms beyond Meta

Performance Disclaimers

We make no guarantees about advertising performance, campaign results, or return on investment. Performance depends on Meta's advertising platform, market conditions, and other factors beyond our control.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE SHALL NOT BE LIABLE FOR:

• Lost profits, revenue, or business opportunities
• Indirect, incidental, or consequential damages
• Poor advertising performance or campaign results
• Data loss or corruption
• Third-party platform issues or policy changes

Our total liability for any claims shall not exceed the amounts paid by you in the three (3) months prior to the claim.

Termination Rights

Either party may terminate this agreement at any time with or without cause. We may immediately suspend or terminate your access for:

• Violation of these Terms
• Non-payment of fees
• Competitive use or unauthorized access
• Suspected fraudulent or harmful activity

Effect of Termination

Upon termination:

• Your access to the Services will cease immediately
• You remain responsible for all outstanding fees
• You retain ownership of Generated Creatives created before termination
• We may delete your account data according to our retention policies

We reserve the right to modify these Terms at any time. We will notify you of material changes by updating the "Last updated" date and, where appropriate, providing additional notice. Your continued use of the Services after changes constitutes acceptance of the modified Terms.

These Terms are governed by the laws of the State of Delaware, without regard to conflict of law principles. Any disputes will be resolved in the state or federal courts located in Delaware, and you consent to the jurisdiction of such courts.

Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and us regarding the Services.

Severability

If any provision of these Terms is found unenforceable, the remaining provisions will continue in full force and effect.

No Waiver

Our failure to enforce any provision does not constitute a waiver of that provision or any other provision.

Assignment

We may assign our rights and obligations under these Terms. You may not assign your rights without our written consent.

For questions about these Terms or the Services, please contact us at: