Axis

Platform Master Campaign Agreement

This “Master Service Agreement” (or “Agreement”) is between each demand side partner (hereinafter the “DSP”) and/or supply side partner (hereinafter the “SSP”) (each a “Party” and collectively the “Parties”) that enters into a performance marketing relationship using the Axis Platform owned and operated by Axis Corp LTD, a limited company duly registered in accordance with the laws of England and Wales, having its registered address at: Suite 7057 128 Aldersgate Street, Barbican, London, England, EC1A 4AE (hereinafter “Axis”, “We” or “Us”) and hosted from the URL, platform.axis-marketplace.com.

Definitions

For the purpose of this agreement, the following definitions shall apply:

  • Demand-Side Platform (DSP): An online advertising platform that enables buyers to purchase impression inventory in near real-time.
  • Supply Side Platform (SSP): Technology used to facilitate the selling of ad space on websites and apps based on impressions.

Customer may act as:

  • DSP
  • SSP

Services Provided

Axis provides Customer with access to the Axis Platform, a technical solution facilitating connections between supply side partners and demand side partners. The services provided include:

  • Relevant connection between SSP and DSP according to actual needs.
  • Deal Management Tool
  • Provision of an Extensive List of Suppliers and Demand Partners to Connect With
  • Programmatic Partner Recommendation System
  • Optimization System
  • Various Integration Options
  • Reporting and Analytics System
  • Built-in Fraud, Invalid Traffic, Malware Detection
  • Enhanced Auction Efficiency
  • Diverse Advertising Formats
  • Filtering Control
  • In-House Contracts
  • Provision of Support Team
  • Bonuses and Gamifications (hereinafter referred to as “Service”).
  • Axis reserves the right to amend the list of services at its sole discretion without prior notice to the Customer.

Payment

All payments under this agreement shall be made in USD (US dollars).

The minimum threshold for payments is USD 500.

Customer agrees to provide correct and complete banking details. Axis shall not be liable for any non-payment resulting from incorrect or incomplete payment details.

Payments from DSPs to SSPs shall be facilitated by Axis.

Payment Structure

Payment structure is as follows:

  • (A) If Customer acts as an SSP, a revenue share of 4% from the total monthly revenue generated through the Axis platform shall be paid to Axis, unless otherwise specified in the signed agreement with the customer.
  • (B) If Customer acts as a DSP, the total monthly revenue generated through the Axis platform shall be paid to Axis, along with a revenue share of 4% from the total monthly revenue, unless otherwise specified in the signed agreement with the customer.
  • (C) Upon receipt of full payments from DSPs, Axis shall transfer the remaining revenue to SSPs.
  • (D) If Customer acts as both DSP and SSP, fees for both roles shall apply.

Liability

Customer is liable for maintaining server capacity. Any damages arising from exceeding hosting server plan shall be compensated to Axis and third parties.

Term and Termination

The initial term of this Agreement is 12 months. It automatically renews for subsequent 12-month terms unless canceled with 30 days' notice.

Amendment of Agreement

Axis reserves the right to amend the terms of this agreement at any time and communicate such changes to the Customer.

Access to Source Code

Customer shall not have access to the source code. Unauthorized modifications are prohibited.

Relationship of the Parties

This Agreement does not create any agency, partnership, or joint enterprise between the Parties.

Disclaimer of Warranties/Limitation of Liability

Axis disclaims any warranty of error-free, timely, secure, or uninterrupted service. Axis shall not be liable for any direct, indirect, incidental, or consequential damages.

Copyright and Trademarks

All contents of Axis are proprietary and protected under copyright law.

Force Majeure

Axis shall not be liable for any failure to perform obligations due to causes beyond its control.

Governing Law

This Agreement shall be governed by the laws of the State of New York.

Attorneys’ Fees and Costs

Customer shall compensate Axis for legal/court-related costs and fees in case of litigation.

Severability and Survivability

If any provision of this Agreement is held invalid, the remaining provisions shall remain valid. Certain obligations survive termination.

Indemnification

Customer agrees to indemnify Axis against any claims resulting from the use of the service.

Assignment

Customer cannot assign this Agreement without prior written consent from Axis.

Entire Agreement

This Agreement constitutes the complete statement between the Parties and supersedes any prior agreements.

Non-Disclosure

Both Parties agree not to disclose confidential information to third parties.