Chapter 1 General Provisions
Section 1 (Purpose)
Section 2 (Definitions)
An application which is provided by the User, and in which the SDK is included.
(2) Confidential Information
All information reasonably regarded as confidential given the conditions of disclosure, disclosed in writing, orally or by other means from one of the
Parties (the Disclosing Party) to the other (the Recieving Party), including the following information:
(i) the Advertisement, prior to publication;
(ii) any usage statistics disclosed by Metaps;
(iii) information related to the Services provided by Metaps and related services, as well as all data, information and software obtained through such
services (including data on utilization status for the Application and data arising from such data);
(v) all other undisclosed information.
The software development kit etc. provided by Metaps to the User.
(5) End User
An individual who clicks on the Application, downloads it and/or installs it, and views User’s Website.
(6) End-user data
All data and information related to the End User acquired through the Application or the Tag.
Any online content which advertises or provides information for any online application program or website.
(8) Advertising Services
The advertising services provided by Metaps to Users which enables Users to distribute Advertisement on third party’s website and application.
The User’s online configuration in its account.
(10) Market Place
A web or screen page which contains among others Advertisements and icons to enable the End User to install the Application.
(11) Advertising Monetization Services
The services provided by Metaps to Users which is enable Users to monetize the Applications by putting advertising spot on the Applications and distributing third parties’ advertisements (“Third Parties’ Ads”) on such advertising spot.
(12) Analytics Services
The services provided by Metaps to Users for the purpose of analysis of application utilization status, etc.
(13) Automation Services
The services provided by Metaps to Users for the purpose of analysis of User’s Website and marketing promotion.
(14) User’s Website
The websites operated and/or administered by Users and notified to Metaps from Users as a subject of Automation Services.
The tools provided by Metaps to the User to equip on the User’s Website.
(16) Service Fee
The fee payable by the User to Metaps upon the performance of the Services to the User. For the avoidance of doubt, promotion or advertising fee or other cost for promotion provided through Advertising Services and Automation Services etc. are not included in the Service Fee.
3.3 By using or attempting to use this Website, you represent and warrant to Metaps that:
(1) if you are an individual (i.e., not a corporation), you are of legal age to form a binding contract and you are at least 20 years old (or if under the
age of 20, you have the consent of your parent or guardian);
(2) all registration information you submit is accurate and truthful;
(3) you will maintain the accuracy of such information. You shall notify Metaps of any changes of such information by method designated by Metaps;
(5) you take full responsibility for the selection and use of and access to the Services.
Section 4 (Account and password management)
4.1 Metaps shall issue an account (“Account”) and password (“Password”) to the User for use of the Services.
4.2 The User shall not, under any circumstances, be permitted to transfer or lend the Account or Password to a third party.
4.3 The User shall make efforts to prevent improper use of the Account and Password while exercising strict control under its own responsibility. Metaps shall bear no responsibility whatsoever regarding damages to the User arising from use of the Account and/or Password by a third party.
4.4 Users agree that limited Metaps employees and contractors may, under some circumstances, log into the Services through the User’s Account as necessary to operate the Services.
Section5 (Website Content)
5.1 All materials displayed on the Website including, but not limited to text, graphics, articles, photographs, images, illustrations (collectively, "Content") are protected by copyright. The User shall abide by all rules related to usage of Content displayed on the Website, and shall not use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell or otherwise exploit for any purposes whatsoever any Content or third party submissions or other proprietary rights not owned by the User without the express prior written consent of Metaps or licensor of Metaps (“Licensor”).
5.2 The User may not modify, publish, transmit, participate in the transfer or sale of, reproduce (except as expressly provided in this Section 5), create derivative works based on, distribute, perform, display, or in any way exploit, any of the Content, software, materials, or Services in whole or in part.
5.3 The User may download or copy the Content and other items displayed on the Website for download, provided that they are stated as downloadable on the Website and the User is in accordance with the method Metaps or Licensor designates. The User shall not store any significant portion of any Content in any form. Copying or storing of any Content for the purpose other than the use of the Services is expressly prohibited without prior written permission from Metaps or Licensor. The User shall not link to the Website without Metaps's prior written consent.
Section 6 (Intellectual property rights, etc.)
6.1 Metaps grants Users non-exclusive and non- sublicenseable right to use SDK for the purpose of installing it in the Application administered or operated by Users to use the Services.
6.3 The User may use the data specified in the previous paragraph and the SDK on a nonexclusive basis, in the same condition in which they were provided by Metaps, without any alteration or revision, and solely for the purpose of receiving the Service within the office of the User as provided.
6.4 The User shall not, without the written consent of Metaps, duplicate, alter, analyze, decompile or conduct reverse engineering, etc., on the SDK. In using the SDK, the User shall not effect direct connections or settings that circumvent the Advertising Services provided by Metaps, or that otherwise disable its tracking or observation functions.
6.5 If Metaps, in its sole discretion, provides Users a new version or an update to the SDK or other technology (“Update”), Developer shall promptly cease use of the prior version of such SDK or technology, and instead, shall incorporate and use such Update. Metaps shall not be liable for any damages incurred to Users by not conducting such Update.
6.7 The User may not obstruct the Services or related services performed by Metaps.
6.8 The User agrees to the use by Metaps of the User’s name and logo identifying it as a user of the Service in all publicity, advertising or other market activity. Metaps will not use the name or logo of the User in any manner that has a negative influence on the User’s reputation.
Section 7 (Representation and Warranty)
7.1 Each of the Parties hereby represents and warrants the following to the other Party:
(2) All permits, authorizations, approvals and agreements necessary for compliance with all laws, regulations and terms applicable in order to enter into
7.2 The User hereby represents and warrants the following to Metaps:
ordinances or codes, or legally binding covenants or contracts.
(2) The Application includes no content whatsoever which could be expected to infringe upon intellectual property rights, trade secrets, human rights,
privacy rights, right of publicity, or upon the rights of third parties including property rights.
(3) The Application includes no viruses, Trojan horses, trapdoors, backdoors, Easter eggs (hidden functions), worms, time bombs, cancelbots or other
program routines that could damage or impede other services, or intercept system data or personal information.
(4) The Application includes no content contrary to public order and standards of decency, and does not violate any applicable laws, regulations or
(5) The User does not fall under the category of groups detrimental to civil society, including boryokudan (organized crime groups), boryokudan kouseiin/jun-kouseiin (members/quasi-members of boryokudan), boryokudan kanren kigyou (organized
crime-related companies), soukaiya (corporate racketeering groups), shakai undou hyoubougoro (racketeering groups disguised as social
protest movements), seiji katsudou hyoubougoro (racketeering groups disguised as political activists), tokushu chinou boryokudan
(racketeering groups that use specialized expertise or information for illicit purposes), or any other such groups.
(6) The User does not violate any law, statute, ordinance or regulation.
(7) The User does not use the Services in a manner that is harmful, fraudulent, deceptive, threatening, abusive, harassing, tortious, defamatory, vulgar,
obscene, libelous, or otherwise objectionable.
(8) Metaps reserves the right to remove any Content from the Services at any time, for any reason including, but not limited to, upon receipt of claims or
allegations from third parties or authorities relating to such Content or if Metaps is concerned that the User may have breached the terms and conditions
(9) The User shall report and pay any taxes in relation to the Services.
Section 8 (Mutual Indemnification)
8.1 Each of the Parties indemnifies and hold harmless the other Party against all claims, loss, damages, taxes, reasonable attorney’s fees and litigation costs arising from breach of warranty by either of the Parties. And each Party agrees not to cause the other Party to suffer damages. The indemnitee Party shall (i) provide notification to the indemnitor Party promptly and in writing of any legal actions or claims that occur, (ii) provide information to the indemnitor Party on the legal defense in the relevant legal action or claim, or the persons responsible for arbitration, and (iii) provide appropriate and sufficient information and reasonable support to the indemnitor Party to defend against such legal actions or claims, or to reach arbitration resolution. The indemnitee Party agrees not to engage in resolution of any claim without prior written consent of the indemnitor Party, and such consent shall not be improperly withheld or delayed.
Section 9 (Exemption: warranty liability)
9.2 The Service is provided “as is” without warranty of any kind by Metaps. Metaps does not fully warrant perpetual, stable, error-free or secure access to
either the Website or the Service, which is subject to temporary suspension due to maintenance, upgrades and numerous external factors beyond Metaps’
reasonable control. Metaps does not warrant the results of use of the Service, and the User bears full responsibility for all such risks.
9.3 Without limiting the generality of the foregoing, Metaps disclaims all guarantees regarding positioning, ranking, ratings or the levels or timing of
any Advertisement on Google Play or any other application stores or any downloads or installations or other user actions.
9.4 The User approves and agrees that the SDK is to be downloaded and used at the User’s own discretion and risk, and that the User bears sole
responsibility for damage to computer systems and/or to the Application, and for loss of data due to the use of the Metaps SDK or other software provided
9.5 Metaps shall defend and/or settle any claim (an “Infringement Claim”) brought against the User alleging that, when used in accordance with the terms of
(1) the User promptly notifies Metaps in writing of such Infringement Claim;
(2) allows Metaps the sole control of the defense and/or any settlement of such Infringement Claim; and
(3) provides assistance, at Metaps’ expenses, as reasonably requested by Metaps.
Notwithstanding the foregoing, Metaps shall have no obligation hereunder where such Infringement Claim is not attributable to Metaps.
Notwithstanding the foregoing, Metaps shall have no obligation hereunder to the extent that any such Infringement Claim arises out of or relates to any
third party materials, or the modification or combination of the Metaps’ property with any third party’s software, services or other items not provided by
Metaps (“Third Party Materials”) to the extent that no allegation of infringement or infringement would have occurred but for such Third Party Materials.
Section 10 (Limitations on damage liability)
10.1 Metaps etc. shall not, under any circumstances, bear responsibility for (i) costs of the purchase of replacement products or services, or the loss of
profits, data or business, (ii) indirect, incidental, consequential or punitive damages, or (iii) loss of credibility or damages arising in connection with
the access or use of the Metaps Website or the Service. All responsibilities of Metaps etc. to the User and third parties, whether in contract, tort, or
otherwise, and whether resulting from willful intent or negligence, shall be limited to direct and actual damages, and an amount of Service Fee.
Section 11 (Information disclosure)
11.1 Under any of the circumstances listed below, or when reasonably deemed necessary, Metaps reserves the right to access, confirm, protect, and disclose
any information among that pertaining to the Service:
(1) In the event that such action is necessitated by compliance with any law, regulation, legal procedure or government request;
(3) Circumstances involving the discovery of, prevention of, or response to impropriety, or involving technical problems;
(4) In the course of providing user support or responding to user requests;
(5) In the event that such action is necessary for safety or to protect the ownership rights or other rights of Metaps, the End User or third parties.
However, in cases in which the User’s confidential information is included in such information, the provisions of Section 12 shall take precedence over those of this section.
However, in cases in which the User’s confidential information is included in such information, the provisions of Section 12 shall take precedence over those of this section.
Section 12 (Nondisclosure obligation)
12.1 Each of the Parties shall maintain confidentiality, and neither of the Parties shall disclose Confidential Information pertaining to the other Party
However, this condition shall not apply to the following information:
(1) Information for which publication or disclosure to a third party has been authorized by prior written agreement by the Disclosing Party;
(2) Information in prior possession of the Receiving Party at the time it was received from the Disclosing Party;
(3) Information which, after receipt by the Receiving Party from the Disclosing Party, becomes public knowledge due to causes other than negligence by the
(4) Information disclosed to a third party by the Disclosing Party without imposition of a confidentiality obligation;
(5) Information developed independently by the Receiving Party without the use of Confidential Information of the Disclosing Party, and without violation
(6) Information required to be disclosed by request of a government body or by law, on condition that the Receiving Party notifies the Disclosing Party of
the relevant request in writing prior to disclosure, and discuss the method of disclosure with the Disclosing Party.
12.2 All Confidential Information shall be the sold property of the Disclosing Party. Unless otherwise agreed between Disclosing Party and Receiving Party, the User have no right regarding to Confidential Information.
Section 13 (Restrictions)
13.1 In using the Services, Users may not commit any of the following:
(1) Posting or transmitting, or causing to be posted or transmitted, any communication or solicitation designed or intended to obtain password, account, or private information from any User;
(2) Use of the Services to violate the security of any computer network, crack passwords or security encryption codes, transfer or store illegal material (including material that may be considered threatening or obscene), or engage in any kind of illegal activity is expressly prohibited;
(3) Running Mail list, Listserv, any form of auto-responder, or "spam" on the Services, or any processes that run or are activated while you are not logged on to the Website, or that otherwise interfere with the proper working of or place an unreasonable load on the Services' infrastructure.
(4) Use of manual or automated software, devices, or other processes to "crawl" or "spider" any page of the Website; and
(5) Decompile, reverse engineer, or otherwise attempt to obtain the source code of the Services.
13.2 The Services will be suspended if any of the following apply to the Application or the content of the Advertisement.
(1) Contents which violates the law, or have potential of being illegal
(2) Contents which are against social norm, public order and morality, and violate/harass others' rights
(3) Contents which are distasteful to others
(4) Contents which violate intellectual property such as copyright, and trademark right
(5) Contents which violate personal privacy, or fail to acquire, manage, or use personal information in an appropriate manner
(6) Contents which discriminate against others or violate human rights
(7) Contents which can be portrayed as sexually harassing to the others
(8) Contents which can be classified as fraud or illegal business practice
(9) Contents which involve enticements to enter a consumer promotion
(10) Contents which are associated with non-scientific and superstitious beliefs, and cause confusion or anxiety to users
(11) Contents which affirm, glamorize, or encourage crime
(12) Contents owned by criminal organizations
(13) Contents which convey horror, cruel or terrifying messages, i.e. image which give a feeling of discomfort
(14) Contents which are sexually explicit
(15) Dating sites which require personal information
(16) Contents which promote prostitution or compensated dating
(17) Contents associated with child pornography
(18) Services where the product content is unclear
(19) Contents which violate the guideline set by the industry, or have the potential of violating guidelines
(20) Contents which Metaps has judged to be inadequate
Section 14 (Legal compliance)
14.1 In using the Services, the User agrees to comply with all applicable laws, regulations and provisions.
14.2 Metaps reserves the right to investigate the use of the Services by the User for the purpose of determining strict compliance with applicable law,
regulation, legal procedure or government request, but shall not be obligated to do so.
Section 15 (Privacy)
notice. In order to acquire End-user data through SDK with the Services, the User shall adapt the User’s own privacy policies in keeping with the Metaps
15.2 The User acknowledges and agrees with the following regarding treatment of End-user data;
(1) In using the Services, the User shall obtain the End User’s prior consent to the User’s collection of the End-user data;
(2) In using the Services, the User may have to provide the End-user data to Metaps; and
(3) In addition to the foregoing, Metaps may collect the End-user data through SDK and/or Tag.
15.3 Metaps may use any End-user data for the purpose of improvement of the Service, development of new service, marketing research, data analysis and any other purpose for business operation of Metaps freely. In addition, Metaps may disclose and distribute End-user data to Metaps Inc. and its group companies including subsidiaries and affiliates (including foreign companies) and substantially the same on organization restructuring (hereinafter referred to as “Group Companies”) for the purpose of marketing research and data analysis.
15.4 The User shall obtain appropriate consent from the End-user to provide End-user data to third parties in the way described in the previous paragraph in accordance with applicable laws, regulations, and guidelines and other rules.
Section 16 (Third Party” Websites)
16.1 The Services may contain links to third party websites that are not owned or controlled by Metaps, or the Services may be accessible by logging in through a third party website or service. When the User accesses third party websites, you do so at your own risk.
16.3 Metaps etc. have no responsibility for the disputes between the User and the providers of the third party websites regarding the usage of the third party websites.
Section 17 (Duration)
shall apply subsequently.
this Section and Paragraph; Section 18, Paragraph 4 and 5; Section 19; and Section 20 shall remain in force.
other Party by any means:
(2) In the event that a note or check is dishonored;
(3) In the event of an application for bankruptcy, civil rehabilitation proceedings, corporate reorganization proceedings or special liquidation, or the
initiation of such proceedings;
(4) In the event of initiation of provisional seizure, provisional disposal, seizure, or attachment or auction proceedings for tax delinquency;
(5) In the event of cessation or elimination of business, or a decision to transfer, alter, dissolve or merge business operations;
(6) In the event of corporate acquisition of one of the Parties by a third party, or of a change in principal stockholders;
(7) In the event of other marked deterioration in status of assets, or the ascertainment of reasonable grounds for anticipation of such deterioration.
notice to Metaps 30 days in advance.
18.3 In the event that it is ascertained that the User falls under the category of groups detrimental to civil society as defined in Section 7, Paragraph
(1) In the event that it is ascertained that a group detrimental to civil society is managing or materially contributing to the business;
(2) In the event that improper employment of groups detrimental to civil society is ascertained, for such purposes as illicit profit either by the User or
a third party, or in order to cause harm to a third party;
(3) In the event that it is ascertained that funds, etc., have been provided to a group detrimental to civil society, or that other such contributions have
been made such as the sharing of conveniences;
(4) In the event of violent demands, made either by the User or through a third party, or improper demands that exceed legal liability, or the utterance of
threatening statements or acts of violence, etc.;
(5) In the event of circumstances equivalent to those listed above.
Section 19 (Force Majeure)
arises out of any cause beyond its reasonable control and without the fault or negligence of such Party, including, without limitation, terrorism, fire,
civil disturbance, war, rebellion, earthquake, flood and similar occurrences, provided that performance shall resume immediately after the cause no longer
prevents or delays performance.
Section 20 (Miscellaneous)
20.1 The failure of either party to exercise, in any respect, any right provided for herein shall not be deemed a waiver of any further rights hereunder.
Metaps shall not be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond Metaps's reasonable
control, including, without limitation, mechanical, electronic or communications failure or degradation (including "line-noise" interference).
have exclusive jurisdiction by consent as the court of first instance.
all modifications must be in a writing signed by both parties, except as otherwise provided herein.
bind Metaps in any respect whatsoever.
Chapter 2 Provisions for the Advertising Services
This Chapter shall apply to those Users who use the Advertising Services for the purpose of ordering to post the Advertisement and advertising and
promoting from among the Services. Those Users who use the Advertising Services shall be subject to this Chapter, in addition to Chapter 1.
Section 1 (Grant of License)
worldwide license and right to use, copy, reproduce, distribute and display, in any medium now known or hereafter developed, the Advertisements and all
related materials and metadata submitted by User to Metaps by means of the Advertising Services.
1.2 As between the Parties, Metaps will own and retain all rights, title, and interest in and to the Advertising Services, including all data, software and
program applications related thereto. This data may contain trade secrets or other intellectual property possessed by Metaps. The User acknowledges that
such data are copyrighted by Metaps and may contain trade secrets or other intellectual property owned by Metaps. The User agrees not to copy, change,
amend, create derivative works or otherwise use the Advertising Services in any way that violates the limitations or use restrictions contained in these
Section 2 (Advertisement)
2.2 The User will be solely responsible for the production and contents of the Advertisements, and Metaps shall have no liability for them.. Metaps shall not modify or alter the content, text or appearance of any Advertisement without the User’s prior written consent and such consent shall not be unreasonably withheld or delayed.
2.3 The User agrees to deliver the Advertisements and if required implement conversion tracking, both in accordance with the technical specifications
provided by Metaps to enable proper display of such Advertisements and tracking the results thereof in connection with the Advertising Services.
Notwithstanding the foregoing, Metaps reserves the right at all times, at its sole and reasonable discretion and without prior notice, to stop, remove or
refuse to distribute any content or Advertisements on or distributed through Metaps’ platform or the Advertising Services.
Section 3 (Reporting)
3.1 Notwithstanding anything to the contrary herein or contained in any separate writing, the User acknowledges and agrees that Metaps is solely
responsible for tracking and calculating the performance, delivery, and other metrics in connection with the Advertising Services (including installations
at the end of Advertisement cycles). Metaps will provide the User with periodical reports which includes statistics such as conversion rates and the number
of daily installs and the User can access such reports by logging into its Account at the Website.
Section 4 (Terms of Payment)
4.1 The User, may at any time, by the method designated by Metaps, apply to publish the Advertisement, register the Application and the duration of the Advertisement.
4.2 Unless otherwise agreed between Metaps and the User, the User shall pay deposit (“Deposit”) to Meptas before the User publish the Advertisements. The User shall pay Deposit via Paypal, wire transfer or otherwise designated by Metaps. In so far as Deposit remains, Metaps shall continue to publish Advertisements. Metaps will delete Advertisement when the balance of deposit falls below the price of advertisements. Refund of deposit which has been paid requires a certain conditions designated by Metaps and the User agrees to follow such conditions.
4.3 Upon End User’s taking actions designated by Metaps (including but not limited to tap, click or download of the Application), Metaps will withdraw advertisement fee (“Advertisement Fee”) from Deposit.. Advertisement Fee are in Japanese Yen, United States Dollars or Korean Won and do not include taxes which shall be the User’s sole responsibility.
4.4 The User can request for cash out of Deposit if:-
(1) the User wishes to stop the publishing of Advertisements ; or
(2) when the publishing of Advertisements has completed and there is a balance in the User’s account.
Section 5 (Compliance)
5.1 The User will not, will not agree to, and will not authorize or encourage any third party to:
(1) use the Advertising Services to transmit or otherwise distribute any Advertisement or content that is unlawful, defamatory, libelous, harassing,
abusive, fraudulent or obscene, that contains viruses, or is otherwise objectionable, as reasonably determined by Metaps;
(2) interfere or attempt to interfere with the proper working of the Advertising Services or prevent others from using the Advertising Services; or
(3) use the Advertising Services for any fraudulent or unlawful purpose.
Section 6 (Representations and Warranties)
6.1 Without limiting any other representation, warranty or covenant of the User herein, the User hereby represents and warrants to Metaps that:
(1) none of the Advertisements provided by the User hereunder contain any material that infringes upon any third-party right, including rights arising from
contracts between the User and third parties, copyright, trademark, class action, patent, consumer protection laws, trade secret, moral rights, privacy
rights, rights of publicity, or any other intellectual property or proprietary right, or which slanders, defames, libels, or invades the right of privacy,
publicity, or other property rights of any person;
(2) none of the Advertisements provided by the User hereunder contain any viruses, Trojan horses, trap doors, back doors, Easter eggs, worms, time bombs,
cancelbots, or other computer programming routines that may potentially damage or interfere with the Advertising Services, or intercept or expropriate any
system data or personal information from the Advertising Services;
(3) none of the Advertisements provided by the User contain adult content and/or violate any applicable laws, rules and regulations; and/or
(4) any Advertisements directed to children and young people will comply with any applicable laws, rules, regulations and the guidelines.
Section 7 (Disclaimers; Warranties)
7.1 Metaps does not guarantee regarding any effect of Advertising Services (including but not limited to the conversion rate of the Advertisement, the volume of the download of the Application and otherwise). Metaps does not guarantee the placement, delivery or the performance of any Advertisements published on Metaps’ platform or the Application. Metaps does not warrant or guarantee the results of the use of the Advertising Services, and User shall assume all risk and responsibility with respect thereto.
Section 8 (Termination)
8.2 Either Party may terminate the publication of the Advertisements at any time with two (2) business days prior notice to the other Party.
Section 9 (Duration)
remain in force.
Chapter 3 Provisions for Advertising Monetization Services
This Chapter shall apply to those Users who use the Advertising Monetization Services for the purpose of posting the Third Parties’ Ads on the Application to monetize it. Those Users who use the Advertising Monetization Services shall be subject to this Chapter, in addition to Chapter 1.
Section 1 (Advertising Monetization Services)
(2)The User shall not display the Third Prties’s Ads on the Applications not through the Advertising Monetization Services.
(3)The User shall comply with all the Metaps’ request regarding the Advertising Monetization Services at the User’s own cost.
(4) The User shall not change the contents, design, and/or texts of the Third Parties’ Ads, and integrate them to other advertisements.
(5)The User shall comply with the “Content Guideline” provided by Metaps, and shall not display the third Parties’ Ads which go against the “Content Guideline” on the Applications.
1.2 The User acknowledges that:
(1) Metaps does not produce advertisements and is not an advertisement agency, but rather it facilitates transactions between the User and Advertisers;
(2) Advertisers are third parties and unrelated to Metaps;
(3) Advertisers and Metaps may terminate the publication of the Third Parties’ Ads at their sole discretion;
(4) Metaps has no responsibility for the content of the Third Parties’ Ads; and/or
(5) Metaps is entitled to receive fees for its Advertising Services based on click or installation by End Users of the Applications in the Market Place or
elsewhere, or publication of the Advertisements.
1.3 Metaps reserves the right to withhold payment to the User based on Section 3 if the User has engaged in any activity that is in violation of these
1.5 Unless Metaps approves specifically in writing, the User shall not modify or alter the content, text or appearance of any Advertisements, or aggregate
one or more Advertisements with other offers.
1.6 The User shall strictly comply with Metaps’ Content Guidelines as set forth at the end of this Chapter and not contribute, submit or make available
through the Advertising Monetization Services, or use the Advertising Monetization Services in connection with, any content, including Advertisements that
would violate Metaps’s Content Guidelines. Metaps reserves the right, at all times, to discontinue any Advertising Monetization Services, if Metaps
determines, in its sole discretion, that the the User is not in compliance with the content guidelines.
Section 2 (Reporting)
2.1 Notwithstanding anything to the contrary herein or contained in any separate writing, the User acknowledges and agrees that Metaps is solely
responsible for tracking and calculating the performance, delivery, and other metrics in connection with the Advertising Monetization Services. Metaps will
provide the User with periodical reports which includes statistics such as conversion rates and the number of daily clicks and installs and the User can
access such reports by logging into its Account at the Website.For the avoidance of doubt, Users accept and agree that such statistics will be calculated pursuant to Metaps’ own standards.
Section 3 (Payment of User’s Revenue)
3.1 Metaps will pay User fee for the distribution of the Third Parties’ Ads (“Third Parties’ Ads Fee”)when End Users’ actions designated by Metsaps (including but not limited to clicking Third Parties’ Ads) based on the data calculated in accordance with Section 2 above.
3.2 Unless otherwise posted on the Website by Metaps or otherwise agreed to in writing between Metaps and the User, Third Parties’ Ads Fee is calculated by Metaps in its sole discretion based on the number of clicks, and downloads or installations of the application regarding to Third Parties’ Ads (collectively the “Amount of Actions”)by the End Users Metaps may provide the User with a monthly statement or receipt which includes the Amount of Actions and the Third Parties’ Ads Fee, in United States Dollars (unless otherwise stated), payable to User. Any payment to the User shall be due and payable within sixty (60) days after the end of that month. Payments to the User shall be based upon Metaps' measurements which shall be final. If the User disputes any payment, it must notify Metaps in writing within fifteen (15) business days from the date of receipt of invoice or forever waive User’s rights to raise the dispute.
3.3 Except as otherwise expressly provided hereunder, each Party will be responsible for all costs and expenses incurred by each Party in connection with
taxes, assessed by the applicable authority, including any sales or goods and services taxes or other similar taxes and other taxes associated with
payments to User under this Section 3 (except for taxes assessed on Metaps' net income), and shall indemnify Metaps for all costs, losses, liabilities and
expenses, including penalties, arising from any failure to do so.
3.5 Metaps may pay the User via Paypal if the amount to be paid to the User is equivalent to or less than US$1,000. Metaps may pay the User via bank transfer if the amount to be paid to the User is equivalent to or more than US$1,000. Metaps reserves the right to change the payment methods set out in this clause from time to time on condition that Metaps will provide the User with prior notice of such changes. If the amount of Third Parties’ Ads Fee exceeds US$50 calculated by the rate designated by Metaps, , Metaps will pay the User Third Parties’ Ads Fee automatically.
Section 4 (Representations and Warranties)
4.1 In addition to the User’s representations and warranties hereinbefore, the User will also represent and warrant the followings:
(1) The User will not interfere or attempt to interfere with the proper working of any of the Advertisement or the Advertising Monetization Services or prevent others from using them ; or
(2) The User will not allow third parties to use the Advertising Monetization Services under the name of the User.
4.2 The User hereby acknowledges that Metaps cannot guarantee or control which Third Parties’ Ads are placed on the Application(s). Metaps makes no representation or warranty regarding whether the Advertisements contain information that may be offensive or inappropriate for the Application(s) or the End Users. Metaps shall not be responsible or liable for the contents of the Third Parties’ Ads.
Section 5 (Disclaimers; Warranties)
5.1 Metaps makes no guarantee regarding the Amount of Actions and the Third Parties’ Ads Fee. Metaps does not warrant or guarantee the results of the use of the Advertising Monetization Services and/or other services provided by Metaps, including that the User will earn any particular amounts (or any amounts at all) and the results of any marketing or consultancy services provided by Metaps and the User shall assume all risk and responsibility with respect thereto.
Section 6 (Duration)
Chapter 4 Provisions for Analytics Services
This Chapter shall apply to those Users who use the Analytics Services for the purpose of analysis of application utilization status, etc. from among the
Services. Those Users who use the Analytics Services shall be subject to this Chapter, in addition to Chapter 1.
Section 1 (Analytics Services)
Section 2 (Data acquisition)
2.1 The User agrees to the acquisition by Metaps of End-user data as a result of the use of the SDK with the Application, and of all other data generated
2. Metaps shall delete the User’s account information and/or related account information if the User so requests. In the case that an account is deleted,
Metaps shall promptly cease gathering End-user data.
Section 3 (Provision of analytical information)
3.1 Metaps shall provide the User with regularly acquired information including daily installation count and other such statistical data. The User shall be enabled to access such reports by logging into its account at the Metaps Website. For the avoidance of doubt, the User accepts and agrees that such statistical data will be calculated pursuant to Metaps’ own standards.
Section 4 (Payment of Consideration)
4.1 The User shall pay to Metaps the amount of the commissions for the Analytics Services as agreed with Metaps in accordance with the selection of the
4.2 Metaps shall issue an invoice for the commissions stated in the previous paragraph to the User showing the amounts payable by the User. The User shall
make payment no later than the end of the next month following the month in which such invoice is received by the User. Any transfer charges shall be borne
by the User.
4.3 The User shall make payment by bank transfer to an account designated by Metaps. Any transfer charges shall be borne by the User.
4.4 If the User fails to pay the commissions set forth in the preceding paragraphs, the User shall pay to Metaps charges at 14.6% per annum for the period from the day immediately following the payment date to the day of actual payment in full.
Section 5 (Duration)
Chapter 5 Provisions for Automation Services
This Chapter shall apply to those Users who use the Automation Service from among the Services. Those Users who use the Automation Service shall be subject to this Chapter, in addition to Chapter 1.
Section 1 (Automation Services)
Section 2 (Provision of the Services)
2.1 Metaps shall provide the following services as Automation Service;
(1) analysis regarding online behavior of End-user which can be obtained through Tag on the User’s Website.
(2) marketing support for the User’s Website, including creation of coupon available on the User’s Website or other creatives.
2.2 Metaps will perform any marketing services under the Section 2.1 (2) in a way pursuant to Metaps’ own standards. Users shall not object to such Metaps’s operation.
Section 3 (Effectiveness of Agreement)
3.2 Receiving the User’s application to the Automation Service pursuant to the previous paragraph, agreement between Metaps and User is made and in effect if Metaps accepts the User’s such application.
Section 4 (Obligation of the User)
4.1 The User shall put Tag designated by Metaps on the User’s Website.
4.2 The User will make available to Metaps any information, data and materials which are deemed necessary by Metaps (“Materials”).
4.3 The User shall take all necessary measures to use the Materials legally such as obtaining license from third parties regarding the use of the Material etc. at its own cost and responsibility.
4.4 Metaps shall not be liable for any transactions, communications, disputes between the User and the End User and the User shall resolve them at its own cost and responsibility.
Section 5 (Provision of the Services)
5.1 Metaps shall periodically provide Users with information including the number of visitors on the User’s Website per day and Users shall be able to access such reports by way of logging into their own account on Metaps website. Users accept and agree that such data and analysis will be calculated pursuant to Metaps’ own standards.
Section 6 (Payment of Consideration)
6.1 The User shall pay to Metaps the amount of the monthly commissions, pay-as-you-go commissions and additional commissions for the Automation Services (“Automation Service Fee”).
6.2 Metaps shall issue an invoice for the Automation Service Fee to the User showing the amounts payable by the User. The User shall make payment no later than the end of the next month following the month in which such invoice is received by the User. Any transfer charges shall be borne by the User.
6.3 Failure to pay the Automation Service Fee will result in a finance charge of 14.6% per year. All costs and fees incurred to collect past due balances will be the responsibility of Customer.
6.4 Metaps shall not be liable for refund the Automation Service Fee which has been already paid to Metaps in any case.
6.5 The Automation Service Fee does not include any promotion fee or any cost regarding promotion conducted through the Automation Service.
Section 7 (No Warranty and Disclaimer)
7.1 The User and Metaps confirm that Metaps does not warrant any result of promotion and other result for the Automation Service.
7.2 The User shall put Tag on the User’s Website at its own responsibility using the Automation Service.
7.3 Metaps shall not be liable for any damages incurred, including but not limited to, damages arising from non-fitness between the User’s Website and Tag and damages arising invalidity of Tag in relation to usage of the Automation Service.
Section 8 (Term)
Effective Date: December 1, 2016
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