Privacy & Terms

1. Agreement, business use, and eligibility

These Terms form a contract between PostoX, Inc ('Posto') and the Customer identified in the account or applicable order when the Customer affirmatively accepts them. A person accepting for a business entity represents that the person is at least 18 and has authority to bind that entity. An individual accepting as a sole proprietor represents that the individual is at least 18 and is obtaining the services for business purposes. Customer shall provide accurate identity and account information.

The Agreement consists of these Terms, the Advertiser Terms or Developer Terms applicable to Customer's activities, the DPA where Customer Personal Data is processed on Customer's behalf, and any order or amendment executed by the parties. Customer shall comply with the SDK Data Handling Notice and Advertiser Event and Conversion API Data Notice for integrations it uses. An executed order controls an express conflict only to the extent it identifies the conflicting requirement or otherwise clearly provides for the variation. The DPA controls conflicts specifically concerning its regulated processing obligations; mandatory law controls in all cases.

The services are offered for United States business use. Customer shall obtain Posto's written approval and any required additional arrangement before introducing an unsupported jurisdiction, restricted international transfer, or prohibited audience. Reading a publicly available notice does not itself make an End User a party to this Agreement. Acceptance of these Terms and acknowledgment of the Privacy Policy are distinct from any specific consent required from an individual.

2. Definitions and interpretation

• Customer means the legal business entity or individual sole proprietor accepting the Agreement. An Authorized User is an individual authorized by Customer to operate its account; an Authorized User does not become a separate contracting Customer solely by acting for that Customer.
• Advertiser means a Customer that creates, funds, purchases, or manages advertising. Developer, also called Publisher for inventory and earnings purposes, means a Customer that integrates Posto into an application, website, service, or placement it owns or is authorized to operate. A Customer can hold both roles, in which case both sets of role terms apply to the corresponding activities.
• End User means an individual using a participating property, visiting an advertised destination, or interacting with an advertisement. The term does not imply that the individual has accepted Customer's or Posto's contractual terms.
• Service means the Posto platform, websites, SDKs, APIs, advertising delivery, campaign, catalog, creative, measurement, support, and related features made available under the Agreement.
• Customer Content means content, instructions, and materials submitted or made available by or for Customer, including campaigns, product catalogs, unpublished listings, images, creatives, application content, and contextual or measurement submissions. Customer Personal Data means personal information processed by Posto on Customer's behalf in performing the Agreement, as further defined in the DPA.
• Confidential Information means nonpublic information disclosed by one party to the other that is designated confidential or should reasonably be understood as confidential from its nature or disclosure circumstances, including unpublished Customer Content, credentials, personal information, business plans, pricing, and nonpublic technical or financial records.
• An Order means an order form or other commercial agreement executed by both parties. References to applicable law include laws governing the relevant party, activity, and information. 'Including' and 'including without limitation' introduce examples within the stated subject; neither phrase expands an authorized purpose for processing personal information.

3. Accounts and Authorized Users

Customer shall designate appropriate Authorized Users, maintain accurate account and verification information, and take reasonable measures to protect credentials and access. Customer shall be responsible for the acts and omissions of its Authorized Users in connection with the Service, including their instructions, account activity, and compliance with the Agreement. Customer shall promptly withdraw access when authority ends and shall not share access in a manner that circumvents account controls.

Customer shall notify security@postoconnect.com promptly after discovering compromised credentials or suspected unauthorized account access and shall cooperate reasonably in containment. Posto may require email, business, property, payment, or additional risk-based verification before enabling or continuing a feature. Those checks do not transfer Customer's operational responsibilities to Posto.

4. Service operation and changes

Posto shall provide the Service described in the applicable Agreement and enabled account features. Posto may improve, update, or modify the Service while preserving material contracted functionality. A material reduction of a committed paid service shall be addressed through the applicable Order or a reasonable remedy under the Agreement, including the refund principles in Section 8 where applicable.

Test, beta, preview, simulation, and non-billable features may be changed or discontinued and carry no production service commitment unless expressly stated in an Order. Customer shall not represent simulated outcomes, test credits, or preview functionality as actual advertising delivery, earned revenue, or a production guarantee. Third-party features remain subject to the corresponding provider's availability and terms.

5. Acceptable use and compliance

Customer shall use the Service lawfully and shall ensure that its Authorized Users, submitted content, and enabled integrations satisfy the obligations applicable to Customer's role. Without limiting the specific prohibitions below, Customer shall not:

• Violate intellectual-property, privacy, publicity, consumer-protection, advertising, export-control, sanctions, or other applicable law, or submit content without the necessary rights, substantiation, notices, and permissions.
• Introduce malware; evade security; probe without authorization; interfere with availability; scrape protected interfaces; misuse credentials; or obtain another Customer's data without authority.
• Generate invalid traffic, falsify events, manipulate auctions or attribution, misrepresent identity or property ownership, or bypass authentication, device proof, rate limits, verification, or tracking controls.
• Send prohibited sensitive information, children's personal information, health or crisis context, precise location, payment-card data, or authentication secrets through ad-request or measurement interfaces, or disable required filtering. Specific integration restrictions appear in the applicable role terms and data notices.
• Offer, promise, authorize, solicit, or accept a bribe, kickback, or improper payment in connection with the Service, or use the Service in violation of anti-corruption requirements.
• Use reports or other Service outputs to identify End Users, create prohibited sensitive profiles, or make unsupported decisions about individual eligibility for regulated or similarly significant opportunities.

6. Customer Content, ownership, and limited license

As between the parties, Customer retains all right, title, and interest in and to Customer Content, subject to the rights of third parties. Customer hereby grants Posto a nonexclusive, worldwide license during the Agreement to host, reproduce, format, transform, analyze, transmit, and display Customer Content only as reasonably necessary to provide, secure, measure, support, and improve the contracted Service within Customer's instructions and the applicable data-processing permissions. Posto may allow providers to perform those functions on its behalf subject to appropriate contractual restrictions.

This license does not authorize Posto to publish an unpublished product merely because it was imported, sell Customer's confidential catalog, disclose Customer Personal Data for unrelated advertising, or train an unrelated model using Customer Content. Public display is limited to content Customer authorizes for an enabled publication or advertising workflow. Draft, archived, and unlisted catalog materials remain subject to Section 9 even when a connector makes them technically available to Posto.

Customer represents that it has the rights, authority, notices, and lawful permissions required to submit Customer Content and permit the agreed processing. That representation does not replace any End User consent required by law or relieve Posto of its own obligations. Following termination, the license continues only to the extent reasonably necessary for permitted retention, deletion, settlement, security, or legal obligations and ends when that purpose ends.

7. Posto materials and permitted use

Posto and its licensors retain ownership of the Service, software, documentation, marks, and models they provide. Subject to Customer's compliance with the Agreement, Posto hereby grants Customer a limited, nonexclusive, nontransferable license during the Agreement to access the Service for its own business activities and to use the SDKs and APIs in authorized integrations. No ownership transfer, unrestricted right of resale, or license to Posto's marks is implied.

Posto may develop and use aggregate or deidentified platform insights where their creation and use comply with the Agreement, confidentiality duties, and applicable privacy law. Personal or pseudonymous records do not become unrestricted Posto property by being labeled an insight. For voluntary suggestions about the Service that Customer elects to provide as feedback, Customer hereby grants Posto a nonexclusive, worldwide, perpetual, irrevocable, royalty-free license to use, reproduce, modify, and incorporate those suggestions solely to develop or improve the Service, without compensation or attribution. This license applies to the suggestions themselves and does not expand any permission to use accompanying Customer Content, Confidential Information, or personal information.

8. Fees, taxes, credits, and refunds

Customer shall pay the fees and applicable taxes specified in its role terms, Order, or clearly presented account transaction. Customer authorizes the payment and ledger operations necessary to carry out its confirmed funding, campaign, and payout instructions. A budget limits authorized spend subject to the stated campaign rules; it does not guarantee that the budget will be spent or a particular result achieved.

Except where applicable law or an Order provides otherwise, payments and unused advertising funds are nonrefundable. Posto shall correct duplicate or erroneous charges and refund any resulting overpayment. Posto shall refund amounts attributable to a paid Service it is unable to provide, unless Customer agrees to an appropriate service credit. Returning an unused campaign reservation to the account balance does not itself constitute a refund to the original payment method. A Customer seeking correction or a refund shall contact Posto with the relevant transaction details; nothing in this process limits a legally required refund.

Promotional credits are subject to the offer's disclosed eligibility and expiry terms, have no cash value, and are neither transferable nor redeemable for cash. Posto may withhold or reverse them for payment reversals, abuse, duplicate accounts, or other disclosed ineligibility. Test and simulation balances have no monetary value. Developer earnings and payment review are governed by the Developer Terms.

9. Confidentiality

Each receiving party shall protect the other party's Confidential Information using reasonable care, no less than the care it uses for its own similar information, and shall use it only to perform the Agreement or exercise rights expressly allowed by it. Disclosure is permitted only to personnel, providers, and advisers with a need to know who are subject to appropriate confidentiality duties. Unpublished catalogs, drafts, credentials, and nonpublic campaign or performance information remain protected even if not individually marked confidential.

Confidential Information excludes information the receiving party can demonstrate was lawfully public without breach, already known without a confidentiality duty, independently developed without using the protected information, or properly obtained from another source without restriction. If disclosure is legally required, the receiving party shall limit disclosure to what is required and, where lawful and practicable, give advance notice and reasonable assistance with protective measures. These duties continue while the information remains confidential, subject to applicable law.

10. Privacy, instructions, and prohibited submissions

The Privacy Policy describes Posto's information practices; the DPA establishes contractual duties for processing Customer Personal Data on Customer's behalf. Customer shall maintain its own accurate privacy notices, establish the lawful basis for its collection and disclosures, obtain required specific consents, honor applicable choices, and cooperate in requests and incidents. A checkbox accepting this Agreement does not constitute an End User's blanket consent.

Customer shall minimize submissions and comply with the prohibitions and controls in the relevant role terms and data notices. Pattern filtering and hashing reduce certain risks but do not guarantee anonymization or removal of sensitive information. If prohibited data is submitted or a consent failure is discovered, Customer shall promptly stop the affected transmission, notify privacy@postoconnect.com or security@postoconnect.com as appropriate, and cooperate with containment, deletion, and required notices. Posto may reject, restrict, or suspend the affected processing. No provision excuses Posto's own nonwaivable duties or prevents individuals from exercising rights.

11. Suspension, termination, and survival

Customer may discontinue use and request account closure, subject to any Order's committed term and payment obligations. Either party may terminate as an Order or applicable role terms permit. Posto may suspend or terminate access to the extent reasonably necessary to address nonpayment, material breach, security, fraud, legal risk, or harm to the Service or others, and shall provide notice when practicable. Posto may preserve relevant evidence and apply lawful settlement holds during a review.

Termination does not erase accrued fees, valid Developer earnings, permitted adjustments, or records that must be retained. Customer shall stop using restricted Posto software and credentials and disable affected integrations. Return, deletion, or pseudonymization follows the DPA and applicable documented processes; a closure request is not a representation that all retained records are anonymous. The provisions concerning accrued obligations, confidentiality, ownership, permitted retention licenses, indemnity, disclaimers, liability, dispute resolution, audits, and necessary record retention survive to the extent their purpose requires.

12. Disclaimers and service limitations

EXCEPT FOR EXPRESS COMMITMENTS IN THE AGREEMENT, THE SERVICE IS PROVIDED 'AS IS' AND 'AS AVAILABLE.' TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, POSTO DISCLAIMS IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT.

Posto does not guarantee advertising fill, auction placement, audience reach, revenue, conversions, profitability, the accuracy of Customer-supplied content, uninterrupted third-party services, or that an automated model output is complete or error-free. No filter guarantees detection of every unsafe, unlawful, or sensitive input. Customer shall exercise appropriate review of its advertising, generated materials, and integration choices. These limitations do not negate an express contractual obligation or a warranty that applicable law does not permit to be excluded.

13. Mutual limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR LOST PROFITS, REVENUES, GOODWILL, OR DATA, ARISING OUT OF OR RELATING TO THE AGREEMENT OR SERVICE.

SUBJECT TO THE EXCEPTIONS BELOW, EACH PARTY'S TOTAL AGGREGATE LIABILITY TO THE OTHER ARISING OUT OF OR RELATING TO THE AGREEMENT OR SERVICE SHALL NOT EXCEED THE GREATER OF: (A) THE AMOUNTS PAID OR PAYABLE BY CUSTOMER TO POSTO; OR (B) THE PUBLISHER EARNINGS PAID OR PAYABLE BY POSTO TO CUSTOMER, IN EACH CASE DURING THE 12 MONTHS IMMEDIATELY BEFORE THE EVENT GIVING RISE TO LIABILITY.

This is one aggregate limit across these Terms, the applicable role terms, the DPA, and related claims, including indemnification obligations, rather than a separate limit for each document, legal theory, event, or claimant acting through the same Customer. An expressly agreed different limit or excluded claim in an applicable Order controls that variation. The limit does not release an obligation to make a payment or correction otherwise required by the Agreement; damages for a breach remain subject to this Section as permitted by law.

Neither the exclusions nor the cap applies to the extent prohibited by applicable law, including liability for fraud, willful misconduct, gross negligence, or infringement of a statutory right where that liability cannot lawfully be excluded or limited. The parties do not purport to waive nonwaivable remedies or government enforcement. These provisions allocate commercial risk; they do not promise immunity from every claim or make every privacy, confidentiality, or indemnity claim automatically uncapped.

14. Customer indemnity and defense procedure

Subject to Section 13, Customer shall defend and indemnify Posto and its affiliates against third-party claims and resulting damages, settlements, and reasonable defense expenses to the extent arising from Customer Content, Customer's property or products, unlawful instructions or use, breach of the Agreement, or violation of another person's rights. The relevant role terms identify additional covered third-party claims and beneficiaries; they do not create duplicate recovery or a separate liability cap.

Posto shall give prompt notice of a covered claim, provide reasonable cooperation at Customer's expense, and permit Customer to control its defense through competent counsel. A delay in notice reduces the obligation only to the extent Customer is materially prejudiced. Posto may participate through its own counsel at its own expense. Customer shall not settle a claim by admitting fault for, imposing a nonmonetary obligation on, or failing to release an indemnified party without that party's prior written consent, which shall not be unreasonably withheld. This indemnity does not require reimbursement to the extent prohibited by law or to the extent a claim results from the indemnified party's own breach or unlawful conduct.

15. Governing law and court forum

The Agreement and disputes arising out of or relating to it are governed by Delaware substantive law, without applying conflict-of-laws rules that would select another jurisdiction's law, subject to applicable mandatory law. The Federal Arbitration Act governs the arbitration agreement and its enforcement. The arbitration seat and court forum are separately specified and do not change Posto's state of incorporation.

For a proceeding permitted in court under Sections 16 and 17, the parties consent to the jurisdiction of the state courts located in New York County, New York, and the United States District Court for the Southern District of New York where that court has subject-matter jurisdiction, and to venue there. This selection does not create federal jurisdiction or restrict a nonwaivable statutory forum, an eligible small-claims proceeding, or enforcement of an award or urgent protective relief in another competent court where necessary.

16. BINDING ARBITRATION AND INFORMAL RESOLUTION

Before commencing arbitration, a party shall send the other a written dispute notice describing the parties, relevant facts, and requested relief. Notices to Posto shall be sent to legal@postoconnect.com; Posto may send notices to Customer's designated account email. The parties shall attempt in good faith to resolve the dispute for 30 days after receipt. This negotiation process is separate from arbitration and does not authorize either party to impose a settlement. A party need not delay an urgent protective application or a filing necessary to preserve a limitation period; the parties may continue the informal process while that filing is pending.

EXCEPT FOR THE EXCEPTIONS IN THIS SECTION, CUSTOMER AND POSTO AGREE THAT ANY DISPUTE OR CLAIM ARISING OUT OF OR RELATING TO THE AGREEMENT OR SERVICE SHALL BE RESOLVED BY BINDING ARBITRATION ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION (AAA). A NEUTRAL ARBITRATOR, RATHER THAN A JUDGE OR JURY, SHALL DECIDE THE DISPUTE AND MAY ISSUE AN ENFORCEABLE AWARD. JUDICIAL REVIEW OF AN AWARD IS LIMITED AS PROVIDED BY LAW.

Arbitration shall proceed before one neutral arbitrator under the applicable AAA Commercial Arbitration Rules, except where AAA determines that other rules or a different fee schedule apply to the parties or dispute. This includes any applicable rules or fee treatment for an individual platform user, sole proprietor, or independent contractor. The legal seat shall be New York County, New York; proceedings shall be in English. Hearings may be conducted remotely or by document submission as agreed or directed under the applicable rules, subject to legally required accommodations and procedures.

Filing fees, administrative costs, arbitrator compensation, and allocation shall follow the applicable AAA rules and fee schedule unless the parties lawfully agree otherwise or applicable law requires otherwise. No Customer shall be required to bear charges that applicable law or binding AAA requirements allocate to Posto. Each party shall bear its own legal expenses unless an applicable statute, the Agreement, or a lawful award provides otherwise. Current rules and fees are available at https://www.adr.org/rules-forms-and-fees/.

Either party may bring its own eligible claim in a competent small-claims court. A party may seek temporary or preliminary relief needed to protect confidential information, intellectual property, security, assets, or the effectiveness of arbitration from a competent court without waiving arbitration of the merits. Proceedings to compel arbitration or confirm, enforce, or lawfully challenge an award may be brought in a court with jurisdiction. Claims that applicable law does not permit to be arbitrated remain outside this agreement to arbitrate. Nothing restricts a lawful report, complaint, or cooperation with a government agency.

The arbitrator may award the relief available under applicable law, subject to valid contractual limitations, and shall provide a reasoned written award. The existence and enforceability of an arbitration agreement remain subject to determinations required by law. This Section applies between the contracting parties and does not itself bind an End User who has not agreed to arbitrate with Posto.

17. INDIVIDUAL PROCEEDINGS AND JURY-TRIAL LIMITATIONS

TO THE EXTENT PERMITTED BY APPLICABLE LAW, CUSTOMER AND POSTO SHALL BRING COVERED CLAIMS AGAINST EACH OTHER ONLY IN THEIR INDIVIDUAL CAPACITIES, AND NOT AS A CLASS OR COLLECTIVE PLAINTIFF OR REPRESENTATIVE. NEITHER PARTY CONSENTS TO CLASS OR COLLECTIVE ARBITRATION OR TO AN ARBITRATOR CONSOLIDATING DIFFERENT CUSTOMERS' CLAIMS WITHOUT ALL AFFECTED PARTIES' EXPRESS AGREEMENT. FOR CLAIMS PROPERLY PROCEEDING IN COURT BETWEEN THE PARTIES, EACH PARTY WAIVES A JURY TRIAL ONLY TO THE EXTENT SUCH A WAIVER IS LAWFUL AND ENFORCEABLE.

These limitations do not waive nonwaivable representative remedies, public injunctive relief, privacy rights, or other statutory rights or enforcement mechanisms. If a limitation is unenforceable for a particular claim or remedy, that claim or remedy shall proceed in the forum required by law, and the remaining enforceable provisions continue to apply. A court proceeding may be stayed pending arbitration where law permits; no stay is required by this Agreement where it would defeat a nonwaivable right. No provision authorizes class arbitration without the parties' express agreement.

18. Assignment, force majeure, and general provisions

Neither party may assign the Agreement without the other's consent, except in connection with a merger, reorganization, or sale of substantially all the relevant business or assets, provided the successor assumes the applicable obligations. An assignment does not expand permitted use of personal or Confidential Information.

Neither party is liable for a delay or failure caused by an event beyond its reasonable control to the extent it could not reasonably prevent or mitigate the event; the affected party shall take reasonable steps to resume performance. This provision does not excuse accrued payment obligations or nonwaivable legal duties. The parties are independent contractors. No employment, partnership, agency, or joint venture is created solely by the Agreement.

A failure to enforce a provision is not a continuing waiver. If a provision is unenforceable, it shall be applied to the extent legally permissible and the remainder shall remain effective, subject to the specific dispute-resolution rules above. The Agreement constitutes the parties' agreement concerning its subject matter and supersedes prior discussions on that subject. Third-party indemnified beneficiaries may enforce the indemnity expressly granted to them, subject to its procedure and limits; no other third-party contractual rights are intended except as law requires.

19. Updates and electronic notices

Posto may propose updated Terms or role terms by publishing a new version and providing notice reasonably appropriate to the change. Material contractual changes shall take effect for an existing Customer only after any required notice and affirmative acceptance or other legally sufficient agreement. The applicable accepted version remains relevant to earlier events; a posted revision alone does not retroactively alter an accrued dispute.

Customer shall maintain a current notice email. Routine service and legal notices may be delivered electronically, subject to mandatory delivery requirements and any specific notice procedure in an Order. Records of acceptance identify the documents and versions presented; an acknowledgment that a privacy notice was made available is not a waiver of privacy rights.

20. Contact and formal notices

Legal and dispute notices to Posto: legal@postoconnect.com. Postal address: 131 Continental Drive Suite 305, Newark, DE 19702. Where a law or Order requires postal service or another delivery method, the sender shall comply with that requirement. Privacy and DPA matters: privacy@postoconnect.com. Security reports: security@postoconnect.com. Contracting entity: PostoX, Inc.