Agreement of Usage

Agreement for Advertisers

Definitions
・Agreement for Advertisers is a legal document determining legal relationship between Kauli Co., Ltd. (Kauli from now on) and and the advertisers concerned.
・Advertisers are individuals or corporate entities who place their advertisements on websites which are managed by our media partners.
・Media partners are individuals or corporate entities who have the authorization to provide advertisement space on websites under their possession to advertisers.
・Users are those who view websites where there is/are Kauli's advertisement(s), and who command mouse clicks on this/these advertisement(s).

Service Details
Our system automatically delivers ads to ad frames placed on our media partners' websites. When users click on these ads, advertisers' websites will be displayed. Advertisers are obliged to pay ad fees, which are calculated in pay-per-click method, to us.

Ad Display Standards
Ads whose contents are related or similar to any of the following prohibited contents are subject to immediate termination of delivery to ad frames on our media partners' websites.
- Contents which violate or are suspected to violate the law
- Contents which are publicly offensive
- Contents which are violent, religious, and/or mentally abusive towards a third party
- Contents with proclamations which lack of objective testifications
- Contents with discriminatory and/or offensive expressions
- Contents featuring comparisons which are based on unfair criteria and/or contain implicitly/explicitly reference to competitive rivals
- Contents which infringe or are likely to infringe on intellectual property rights and/or portrait rights of any third party
- Contents which are completely different from their linking websites displayed upon clicking on the ads
- Contents advertising products and/or services which compete against our products and/or services
- Contents which we deem inappropriate

Privacy policy’s compliance
Usage of cookie by advertiser shall be done according to privacy that has been set by the point of view of our company.

Obliteration of Advertiser Membership and Advertisement Placement
In the event an advertiser is found by us to be conducting any of the following prohibited acts, we have the authority to obliterate immediately any advertisement that the advertiser concerned has placed, as well as his/her membership with us.
- Placement of an advertisement which violates advertisement standards determined by us
- Deferment of advertisement fee payment
- Direct or indirect contact with our registered media partners

Payment
Monthly accounted ad fees shall be paid in accordance with our designated payment deadline, payment method and payment account.
You can set a daily maximum budget for ad fee. When the ad fee reaches the maximum budget you set, our system will immediately send commands to suspend the delivery of your ad. For any ad fee accrued between the moment we send the suspension command and the moment your ad actually stops being delivered, you are obliged to pay for it.

Ad Network Operations Agent Service
・We offer Ad Network operations agent service on contract to our advertisers.
・Service fee is specified in agency contract.
・Upon our operation as agent, if a system breakdown occurs and its subsequent damage to the advertiser concerned is attributable to our operation, we may be responsible for the compensatory payment. However, the amount of this compensatory payment should not be more than the agent service fee that the advertiser has paid to us.
・An operational substitute is a person that is consigned by the advertiser. It starts from the day our company agree and end when the advertiser finish submitting application to end the operational substitute. But, in case we get the application for operational substitute or application to end the operational substitute during non-operational day, we will process the application for the operational substitute start from the first day of operational week after the agreement, and we will end the operational substitute at the last day of the operational week before we receive the application.

Invalid clicks
We have independent criteria for classification of valid and invalid clicks. We implement click validity classification by both systemic and manual procedure.

Maintenance upon Service Interruption
During service maintenance, we do not have any obligation to provide our clients with any alternative service. In the event of sudden service interruption and/or resulting maintenance, we do not bear any obligation of prior announcement about it.

Liability Limitations
In the event of any dispute resulting from ad contents placed by advertisers, we do not have any responsibility for it. If we suffer any damage resulting from such dispute, we have compensation claim rights against the advertisers concerned
We do not have any obligation to provide advertisers with information on our media partners' websites or number of clicks on ads.

Jurisdiction
Any juridical dispute regarding this contract is to be judged under Japanese Law. Any judicial action must be tried in our designated jurisdictional court.

Others
Any other dispute is to be settled on agreement.

Amendment of Agreement
We have authority to implement amendment to the Agreement without prior announcement to advertisers.

Enacted 2009/7/1
Revised 2012/7/2
Revised 2012/12/20