Search Ads
Terms of Service

Effective Date: 1 August 2018

THESE TERMS OF SERVICE CONSTITUTE A LEGAL AGREEMENT BETWEEN AN ENTITY EXECUTING THESE TERMS OF SERVICE OR AN AUTHORISED REPRESENTATIVE, INCLUDING EMPLOYEES, AGENTS, ASSIGNS, NOMINEES, CONSULTANTS AND CONTRACTORS (INDIVIDUALLY OR COLLECTIVELY A “CONTENT PROVIDER” OR “YOU”), AND APPLE, GOVERNING THE USE OF APPLE SEARCH ADS, THE PRODUCTS AND SERVICES OFFERED THROUGH IT AND REFERENCED BY THESE TERMS OF SERVICE (“SEARCH ADS”).

“APPLE” SHALL MEAN THE FOLLOWING DEPENDING ON THE LOCATION OF THE APP STORE SERVING YOUR AD CONTENT WITH SEARCH ADS: APPLE INC., LOCATED AT ONE APPLE PARK WAY, CUPERTINO, CALIFORNIA, FOR AD CONTENT SERVED IN NORTH, CENTRAL AND SOUTH AMERICA, AS WELL AS UNITED STATES TERRITORIES AND POSSESSIONS, AND FRENCH AND BRITISH POSSESSIONS IN NORTH AMERICA, SOUTH AMERICA, AND THE CARIBBEAN; APPLE CANADA INC., LOCATED AT 120 BREMNER BLVD., SUITE 1600, TORONTO ON M5J 0A8, CANADA FOR AD CONTENT SERVED IN CANADA OR ITS TERRITORIES AND POSSESSIONS; ITUNES K.K., LOCATED AT ROPPONGI HILLS, 6-10-1 ROPPONGI, MINATO-KU, TOKYO 106-6140, JAPAN FOR AD CONTENT SERVED IN JAPAN; APPLE PTY LIMITED, LOCATED AT LEVEL 3, 20 MARTIN PLACE, SYDNEY NSW 2000, AUSTRALIA, FOR AD CONTENT SERVED IN AUSTRALIA, NEW ZEALAND, INCLUDING ISLAND POSSESSIONS, TERRITORIES, AND AFFILIATED JURISDICTIONS; AND APPLE DISTRIBUTION INTERNATIONAL, LOCATED AT HOLLYHILL INDUSTRIAL ESTATE, HOLLYHILL, CORK, REPUBLIC OF IRELAND FOR AD CONTENT SERVED IN ALL OTHER APP STORE LOCATIONS.

CLICK “AGREE” TO AGREE TO THESE TERMS OF SERVICE. YOU MUST ACCEPT AND ABIDE BY THESE TERMS OF SERVICE AS PRESENTED: CHANGES, ADDITIONS, OR DELETIONS ARE NOT ACCEPTABLE, AND APPLE MAY REFUSE ACCESS TO SEARCH ADS FOR NONCOMPLIANCE WITH ANY PART OF THESE TERMS OF SERVICE OR FOR ANY OTHER REASON AT APPLE’S SOLE DISCRETION. IN CONSIDERATION OF THE FOREGOING, THE PARTIES AGREE AS FOLLOWS:

1. Access. Access to Search Ads is available only to a Content Provider that has one or more valid agreements with Apple or Apple affiliates relating to a Content Provider whose materials are offered on Apple software applications (e.g., App Store) or other persons or entities as determined by Apple in its sole discretion.

2. System Requirements. Use of Search Ads requires compatible hardware, internet and/or mobile access, certain software, and may require obtaining updates or upgrades from time to time. Fees may apply to Content Provider’s system requirements. Because use of Search Ads involves hardware, software, and internet and/or mobile access, Your ability to use Search Ads may be affected by the performance of these factors. High-speed internet and/or mobile access is strongly recommended. You acknowledge and agree that such system requirements, which may be changed from time to time, are Your responsibility.

3. Other Agreements. Any other agreements in effect between Apple and You (collectively, the “Other Agreements”) are separate from these Terms of Service. These Terms of Service will in no event be deemed to be the terms of the Other Agreements and vice versa. No breach of these Terms of Service will constitute a breach of the Other Agreements and vice versa.

4. Your Information. You agree to provide accurate, current and complete information required to register with Search Ads and at other points as may be required in the course of using Search Ads (“User Data”), including, but not limited to, company name, physical address, corporate payment information, relevant tax information or other information as requested. User Data is subject to Apple’s privacy policy, which is accessible at www.apple.com/privacy. You acknowledge and agree that Your use of Search Ads and the Services (as defined herein) will require Apple to send email communications to You at the email address that You provide upon registration. You hereby confirm that any User Data You already have provided to Apple (including, without limitation, in the App Store application process or through prior use of Search Ads) has been accurate, current and complete. You further agree to maintain and update Your User Data as required to keep it accurate, current and complete.

5. Account and Password. As a registered user of Search Ads, You must establish an account (“Account”). You are solely responsible for maintaining the confidentiality and security of Your Account. You may not reveal Your Account information to anyone else, allow anyone to use Your Account, or use anyone else’s Account without authorisation. You are entirely responsible for all activities that occur on or through Your Account, and You agree to immediately notify Apple of any unauthorised use of Your Account or any other breach of security. Apple shall not be responsible for any losses arising out of the unauthorised or other improper use of Your Account by You.

6. Advertising Services.

a. Overview. Upon acceptance of these Terms of Service, You may use Search Ads to set up, manage and pay Apple for advertising campaigns (“Campaigns”) in which Apple will deliver advertising content (“Ad Content”) to users of Apple software applications and Apple devices (the “Properties”) (collectively, the “Services”).

b. Targeting. You understand and agree that Ad Content may be delivered to all Properties authorised by Apple to display Ad Content, subject to Your selection of (I) ad creative, (II) ad trafficking and/or targeting decisions (e.g., keywords), (III) properties that the Ad Content may direct viewers (e.g., app downloads, URLs, landing pages), and (IV) the related URLs and redirects and the services and products advertised on such URLs and redirects (collectively, “Targeting”), for which You are solely responsible, and You authorise and consent to all Targeting deliveries. Apple and its affiliates may make available to You certain optional Services to assist You with the selection and generation of Targeting. You are not required to authorise use of these optional Targeting features and, as applicable, may opt-in or opt-out of usage of these features. However, if You use these features then You will be solely responsible for the Targeting. Targeting services are provided and may be modified, suspended or terminated at Apple’s sole discretion.

c. Beta, Ad Experiments, Promotions. You acknowledge that Apple or its affiliates may participate in “beta,” “ad experiments” or promotion program features. You may not disclose any information regarding such program features or the terms or existence of any non-public feature.

d. Advertiser Data. Some features on Search Ads allow You to provide information about Your customers, products, and services to Apple (“Advertiser Data”) in order to use Targeting. Search Ads may use Your Advertiser Data for the sole purpose of fulfilling Your targeting request. You understand and agree that You are solely responsible for the security and confidentiality of Your Advertiser Data (subject to the Apple Warranty herein), that You undertake that You will only use the Advertiser Data via the Services where you have lawful, permitted purposes and You will remove the Advertiser Data if You no longer intend to use such data in connection with a Campaign.

e. Right to Reject Ad Content. Apple reserves the right to reject or cancel any Ad Content, Campaign or Targeting at any time, on any reasonable grounds whatsoever (including belief by Apple that placement of Ad Content may subject Apple to criminal or civil liability or is adverse to Apple’s business interests). You also understand and agree that some Content Provider or materials owned by the Content Provider or advertiser products and/or services may not be eligible for promotion through a Campaign set up on Search Ads. The fact that Apple has not rejected any Ad Content shall not in any way waive, reduce, limit or otherwise affect Your responsibilities and obligations under these Terms of Service.

f. Limited License to Ad Content. You hereby grant to Apple a non-exclusive, royalty-free, worldwide, fully paid license to store, use, reproduce and display the Ad Content (which shall be deemed to include all content, including text, audio, video, images, deliverables, digital files, web pages, trademarks, brand features or any other intellectual property contained therein or accessible therefrom) for purposes of delivering the Services and as expressly permitted hereunder.

g. Content Provider Warranty. You warrant that: (I) You have full power to enter into and carry out Your obligations under these Terms of Service, and upon Apple’s request, You shall immediately demonstrate such power and/or authorisation to Apple’s satisfaction, and understand and acknowledge that Your failure to do so will be deemed a material breach of these Terms of Service; (II) You hold the necessary rights to permit all uses of the Ad Content by Apple specified hereunder; (III) You hold all necessary rights, permissions, and consents to use the Advertiser Data and to permit all uses of the Advertiser Data by Apple as part of the Services and have bound to these Terms of Service third parties, if any, for which You advertise in connection with these Terms of Service; (IV) You have complied with all applicable laws, regulations, and applicable guidelines in connection with the collection and use (including transfer) of the Advertiser Data; (V) You will remove any Advertiser Data if and to the extent You no longer have all necessary rights, permissions, or consents to use such data; (VI) You shall not, and shall not authorise any party to, generate automated, fraudulent or otherwise invalid clicks, impressions or other actions; (VIII) You will not knowingly breach or circumvent any program security measure; (VIII) none of the Ad Content will: (A) infringe on any third party’s copyright, patent, trademark, trade secret or any other intellectual property or proprietary rights; (B) violate any law, statute, ordinance or regulation, including, without limitation, the laws and regulations governing export control; (C) be defamatory or trade libelous; (D) be pornographic or obscene; or (E) contain malware, spyware, viruses, Trojan horses, worms, time bombs, ransomware or other similar harmful or deleterious programming routines; and (IX) You have obtained all applicable approvals, licenses and permits required for the Ad Content and advertiser products and/or services and shall be responsible for maintaining such approvals, licenses and permits in full force and effect during the term of these Terms of Service.

h. Apple Warranty. Apple represents and warrants that: (I) it has full power to enter into and carry out its obligations under these Terms of Service; and (II) the Services shall be completed in a professional manner. Unless otherwise stated, Your sole remedy for any breach of the foregoing warranties is set forth in Section 9(g) of these Terms of Services.

i. Marketing Permission. You agree that Apple may send You marketing communications regarding the Services offered by Search Ads. Apple may request, and You agree to not unreasonably deny, permission to use the Ad Content, including all trademarks and logos included in the Ad Content, for promotional purposes in Apple marketing materials. Apple must approve in writing any press release or announcement that refers or relates to these Terms of Service, the Ad Content or Your relationship with Apple.

j. Apple Marks. You shall not use Apple’s trademarks, service marks, trade names, logos or other commercial or product designations for any purpose without first obtaining Apple’s prior written consent. All other rights in relation to the trademarks (including statutory rights) are expressly excluded to the extent permitted by law.

k. Reporting Metrics. You acknowledge that reporting metrics provided by Apple (the “Reporting Metrics”) are the definite and binding measurements of Apple’s performance on delivery of the Services, and that no other reporting metrics, third party or otherwise, shall be permitted in connection with the Services. Apple makes no guarantees with respect to Reporting Metrics of any kind, including, without limitation, impressions, conversions, and taps, in connection with the Services.

l. Data Use. Apple will have the right to collect and use ad conversion data and any user related activity in connection with the Services. This data is used for tracking, reporting and enhancing the Services. All data collected by Apple in connection with Search Ads and the Services will be processed and used in accordance with its publicly posted Privacy Policy, available at www.apple.com/privacy. You agree that You will not track any individual user in connection with the Services.

m. Compliance with Specifications, Content Guidelines and Policy Guidelines. You agree to comply with the specifications provided by Apple to enable proper display of Ad Content in connection with the Services, including, without limitation, technical specifications and policy and content guidelines, which is accessible at searchads.apple.com/policies (each as may be amended from time to time by Apple). You are solely responsible for the proper content, format, functioning, and keeping up-to-date Ad Content submitted by You or otherwise used in connection with the Services. You acknowledge that changes made to Your App Store submission (e.g., price, description, etc.) may impact your Ad Content and that such changes in the App Store can take up to sixteen (16) hours to be reflected in Search Ads. You are responsible for all costs and expenses incurred in connection with development and certification of Your Ad Content.

n. Relationship of the Parties. These Terms of Service create an independent contractor relationship between You and Apple. No employment relationship, partnership or joint venture is created by these Terms of Service, and neither Apple nor You shall hold itself out as the agent of the other, except as set forth in these Terms of Service.

o. Confidentiality. You agree that the terms and conditions of these Terms of Service, the nature and fact of Your business relationship with Apple, Apple’s provision of, and the results from the use of, the Services, and all discussions related thereto will be considered confidential information (“Confidential Information”). In addition, any nonpublic information which one party (“Discloser”) discloses to the other party (“Recipient”) in the course of their communications solely regarding the Services set forth in these Terms of Service will be considered Confidential Information, including, without limitation, Apple intellectual property, including code, tools and technology used in connection with Search Ads, the Properties and the Services (the “Apple IP”), Reporting Metrics, nonpublic product plans, marketing plans, whether such information is clearly designated as “Confidential” in writing, or at the time of disclosure, if disclosed orally or visually, a reasonable person would understand the information to be confidential. Notwithstanding the foregoing, Confidential Information shall not include information that: (I) is now or subsequently becomes generally available to the public through no fault or breach on the part of the Recipient; (II) Recipient can demonstrate to have had rightfully in its possession prior to disclosure to Recipient by Discloser; (III) is independently developed by Recipient without use of any Confidential Information; and (IV) Recipient rightfully obtains from a third party who has the right to transfer or disclose it to Recipient without limitation. In addition, Confidential Information shall not include any free and open source software (“FOSS”) included in Search Ads and accompanied by licensing terms that do not impose confidentiality obligations on the use or disclosure of such FOSS. Nothing in these Terms of Service will obligate either party to disclose any Confidential Information.

p. Obligations Regarding Confidential Information. Recipient agrees to protect Discloser’s Confidential Information, using at least the same degree of care that it uses to protect its own confidential and proprietary information of similar importance, but no less than a reasonable degree of care. Recipient agrees to use Discloser’s Confidential Information for the sole purpose of fulfilling its obligations under these Terms of Service and under no circumstances for its own or any third party’s benefit. Recipient will not disclose, publish or disseminate Confidential Information to anyone other than those employees and consultants who have a need to know in order to accomplish such purpose and who are bound by these Terms of Service, which prohibits unauthorised disclosure or use of Confidential Information. Recipient will be responsible for any violation of the terms of this section by its employees or consultants. Recipient may disclose Confidential Information to the extent required by law, provided Recipient makes reasonable efforts to give Discloser notice of such requirement prior to such disclosure and takes reasonable steps to obtain protective treatment of the Confidential Information.

q. Ownership. Content Provider retains all right, title and interest, including all intellectual property rights, in any Ad Content submitted by You, provided that the Ad Content does not incorporate any Apple Confidential Information or Apple IP. Apple retains all right, title and interest in the Apple IP.

r. Personal Data Privacy and Security.

I. You may collect personally identifiable information (“Personal Data”) in Ad Content only if (A) You notify users of the entity on whose behalf the Personal Data is collected (the “Responsible Party”), (B) You obtain a user’s consent to the collection, use, disclosure, transfer and processing of Personal Data in compliance with the method (if any) required under applicable privacy or data protection laws before such Personal Data is collected, (C) You have bound the Responsible Party to these Terms of Service, (D) the Responsible Party maintains a lawful, publicly posted privacy policy, and (E) such privacy policy is accessible from the point of collection of the Personal Data in the Ad Content. Personal Data is the property of the Responsible Party, and is considered Confidential Information.

II. Responsible Party shall maintain reasonable operating standards and security procedures, and shall use commercially reasonable efforts to secure Personal Data and ensure that it is protected against: (A) loss; (B) unauthorised access, use, modification or disclosure; and (C) other misuse. Responsible Party shall at all times comply with all applicable laws, regulations and international accords and treaties, including, without limitation, all applicable privacy and data collection laws and regulations with respect to any collection, use and/or transmission of Personal Data. Failure by Responsible Party to continue to post a privacy policy, non-adherence to its own privacy policy, or any other violation of this section is grounds for immediate cancellation of the Campaign by Apple. Responsible Party shall provide reasonable assistance and support to Apple in the event of an investigation by Apple or a data protection regulator or similar authority relating to the collection, maintenance, use, processing or transfer of Personal Data under these Terms of Service. In the event that Responsible Party is unable to comply with the obligations stated in this section, You or Responsible Party shall promptly notify Apple, and Apple may suspend the transfer of Personal Data to Responsible Party or require Responsible Party to cease processing Personal Data.

7. Payment for Services.

a. As consideration for the Services, You agree to pay Apple, and agree that Apple may charge Your payment method, for the fees for any Campaign that You purchase as set forth in Search Ads, net of any discounts or promotions offered to You by Apple, and any additional amounts (including any taxes and late fees, as applicable) that may be accrued by or in connection with the Services or Your Account. You are responsible for the timely payment of all fees and for providing Apple with a valid payment method for all fees. You agree that Apple may charge Your payment method at any time after any portion of the Services are actually delivered; provided that if Apple elects to offer You credit, Apple will invoice You based on actual delivery during the applicable invoice period, with payment due net 45 days from the invoice date. Late payments shall bear interest at the rate of one percent (1%) per month (or the highest rate permitted by law, whichever is less, but in any event no less than any minimum rate permitted by law). All payment and reporting related to the Services will be denominated in the currency that You select within the Search Ads platform. However, Apple will support only one currency per Search Ads account regardless of the location where such Services are provided.

b. Your use of the Services requires the ability to enter into agreements and/or to make transactions electronically. YOU ACKNOWLEDGE THAT YOUR ELECTRONIC SUBMISSIONS CONSTITUTE YOUR AGREEMENT AND INTENT TO BE BOUND BY AND TO PAY FOR SUCH AGREEMENTS AND TRANSACTIONS, AND THAT YOU ARE AUTHORISED TO ENTER INTO SUCH AGREEMENTS AND TRANSACTIONS. YOUR AGREEMENT AND INTENT TO BE BOUND BY ELECTRONIC SUBMISSIONS APPLIES TO ALL RECORDS RELATING TO ALL TRANSACTIONS YOU ENTER INTO ON SEARCH ADS. Apple reserves the right to close Your Account or, unless otherwise prohibited by the Other Agreements, any other Apple account and request an alternative form of payment if a payment method is fraudulently obtained or used on Search Ads. In order to access and retain Your electronic records, You may be required to have certain hardware and software, which are Your sole responsibility.

c. Taxes. Apple may invoice You for any applicable taxes, levies, duties, costs, charges, deductions or any charges of equivalent effect, as imposed by any tax authority on or in connection with the Services provided by Apple to You under this Agreement, including, without limitation, sales tax, use tax, value added tax (“VAT”), goods and services tax (“GST”), and consumption tax. Apple shall determine, collect and remit such applicable taxes to the competent tax authorities, and You agree to pay such taxes as invoiced by Apple. In the event that any tax authority imposes any tax compliance responsibility on You, including, without limitation, reverse charge accounting, self accounting and reporting, You shall take full responsibility for such compliance obligations. Notwithstanding the foregoing:

I. In the event that any amount payable by You to Apple under this Agreement is subject to any applicable withholding or similar taxes imposed by any tax authority (“Withholding Tax”) and that You are required to collect and remit such Withholding Tax, You agree that the full amount of such tax shall be solely for Your account and shall not reduce the amount payable to Apple. You shall gross up the relevant payment, so that after you deduct and remit the applicable Withholding Tax, You shall pay and Apple shall receive the same amount as originally invoiced.

II. If You are a resident of Australia, it is a condition of this Agreement and You represent that You have a valid Australian Business Number (“ABN”) and are registered for GST in Australia. You will provide Apple with satisfactory evidence of Your ABN. You warrant that You will notify Apple if You cease to hold a valid ABN or cease to be registered for GST.

III. If You are a resident of India, it is a condition of this Agreement and You represent that, You are registered for GST in India, and the Services being procured are directly relating to and effectively connected with the business for which Your GST registration is in place. You will provide Apple with satisfactory evidence of Your India GST registration. You warrant that You will notify Apple immediately if You cease to hold a valid GST registration in India. Any withholding taxes or other taxes (including, but not limited to, equalization levy) shall be on your account, and shall not reduce the amount payable to Apple under this Agreement. You shall provide the applicable proof or document evidencing the GST registration number that You provide to Apple, if need be, during the course of an audit by government or other tax agencies. If the GST ID provided by You is found to be false or otherwise invalid, You shall reimburse Apple, the applicable taxes, interest, penalty and also the cost of litigation, as the case may be.

IV. If You have Your principal or headquarters office located in Japan, You agree to reverse charge any Japanese consumption tax that is payable on the Services under this Agreement, except where the Services are provided to You by iTunes K.K. For avoidance of doubt, where the Services are provided to You by iTunes K.K., iTunes K.K. shall invoice You any applicable Japanese consumption tax on the Services and You agree to pay such Japanese consumption tax.

V. If You are a resident of New Zealand, it is a condition of this Agreement and You represent that, You have a valid New Zealand Business Number and are registered for GST in New Zealand. You will provide Apple with satisfactory evidence of Your New Zealand Business Number and/or New Zealand GST registration. You warrant that You will notify Apple if You cease to be registered for New Zealand GST.

VI. If You are a resident of Taiwan, it is a condition of this Agreement and You represent that, You are an enterprise customer and have a valid VAT ID (i.e., Taiwan Unified Business Number). You will provide Apple with satisfactory evidence of VAT ID. You warrant that You will notify Apple if You cease to hold a valid VAT ID or cease to be considered an enterprise customer.

d. You agree to notify Apple via email of any invoice dispute within thirty (30) days from the date of receipt of the invoice (the “Invoice Dispute Period”). Invoice disputes shall be emailed to searchads-inquiries@group.apple.com and shall include detailed reason(s) for the dispute. To the fullest extent permitted by law, you waive all claims relating to the Services and fees unless claimed or asserted within the Invoice Dispute Period. For the avoidance of doubt, if you fail to dispute an invoice within the Invoice Dispute Period, you acknowledge that the invoice will be considered payable in full and “as is.” In the event that you contract with a third party to process invoices on Your behalf, you will use commercially reasonable efforts to provide such third party the requisite information and/or authorisation to facilitate timely payment to Apple. Furthermore, you agree that your obligation to make timely payments and/or to notify Apple of invoice disputes in a timely manner will neither be lessened nor excused due to the actions of such third party.

e. To the fullest extent permitted by law, You waive all claims relating to the Services and fees unless claimed or asserted within sixty (60) days after the completion of the Campaign associated with such Services or fees.

f. You acknowledge and agree that fees are based solely on the Reporting Metrics (as defined herein) associated with a Campaign. To the fullest extent permitted by law, refunds (if any) are at Apple’s sole discretion, and only in accordance with Section 9(g) of these Terms of Service.

g. At Apple’s option, Apple may elect to offer You credit. In order to utilize the credit option, You will be required to submit a completed credit application to determine eligibility for credit hereunder. Apple may extend, revise or revoke credit at any time. Apple is not obligated to deliver any Ad Content in excess of any credit limit and/or budget order.

h. Invoices shall be based on actual delivery during a calendar month billing cycle and number of invoices may vary per Campaign. For the avoidance of doubt, Apple shall generate invoices using Apple’s Reporting Metrics as the sole binding measurement of Apple’s performance on delivery of any Services governed hereunder.

i. In the event that You fail to make timely payment or otherwise breach these Terms of Service or any warranties set forth herein, You will be responsible for all expenses (including attorneys’ fees and costs) incurred by Apple in collecting such amounts. Apple reserves the right to suspend performance of its obligations under these Terms of Service and/or restrict Your access to Search Ads in the event that You fail to make timely payment hereunder or otherwise breach these Terms of Service or any warranties set forth herein, effective immediately.

j. You acknowledge and agree that any payment method information that You provide to Apple may be shared by Apple with companies who work on Apple’s behalf, such as payment processors and/or credit agencies, solely for the purposes of checking credit, effecting payment to Apple and servicing Your account. You agree that Apple has the right, without liability to You, to disclose any payment method information to law enforcement authorities, government officials, and/or a third party, as Apple believes is reasonably necessary or appropriate to enforce and/or verify compliance with any part of these Terms of Service (including, without limitation, Apple’s right to cooperate with any legal process relating to Your use of Search Ads and/or a third-party claim that Your use of Search Ads is unlawful and/or infringes such third party’s rights).

8. Intellectual Property.

a. Acknowledgement of Ownership. You agree that Search Ads contains proprietary information and material that is owned by Apple and/or its licensors, and is protected by applicable intellectual property and other laws and that You will not use such proprietary information or materials in any way whatsoever except for use of Search Ads in compliance with these Terms of Service. Except as expressly set forth herein, and except to the extent that applicable laws prevent Apple restraining You from doing so, no portion of Search Ads may be reproduced in any form or by any means.

b. Copyrights. All copyrights in and to Search Ads are owned by Apple and/or its licensors.

c. Trademarks. Apple, the Apple logo, App Store, iTunes, Search Ads and other Apple trademarks, service marks, graphics, and logos used in connection with Search Ads are trademarks or registered trademarks of Apple Inc. in the U.S. and/or other countries. You are granted no right or license with respect to any of the aforesaid trademarks and any use of such trademarks.

9. Disclaimer of Warranties; Limitation of Liability.

a. YOU MAY HAVE NON-EXCLUDABLE RIGHTS OR REMEDIES UNDER LAWS IN YOUR JURISDICTION. NOTHING IN THESE TERMS OF SERVICE ARE INTENDED TO OR HAS THE EFFECT OF LIMITING, MODIFYING OR EXCLUDING ANY LIABILITY WHICH CANNOT BE SO LIMITED, MODIFIED OR EXCLUDED BY LAW. ANY AND ALL LIMITATIONS OR EXCLUSIONS OF APPLE’S LIABILITY IN THESE TERMS OF SERVICE SHALL APPLY ONLY TO THE MAXIMUM EXTENT SUCH LIMITATIONS ARE PERMITTED BY LAW.

b. APPLE DOES NOT GUARANTEE, REPRESENT, OR WARRANT THAT YOUR USE OF SEARCH ADS WILL BE UNINTERRUPTED OR ERROR-FREE, AND YOU AGREE THAT FROM TIME TO TIME APPLE MAY REMOVE SEARCH ADS (OR PARTICULAR PRODUCTS OR SERVICES THEREIN) FOR INDEFINITE PERIODS OF TIME, OR CEASE TO OFFER SEARCH ADS IN ITS ENTIRETY, AT ANY TIME, WHERE NECESSARY TO PROTECT APPLE’S INTERESTS, BUT FOR THE AVOIDANCE OF DOUBT, THE LIABILITY AND REMEDIES PROVIDED UNDER 9(G) BELOW MAY BE APPLICABLE.

c. APPLE DOES NOT GUARANTEE, REPRESENT, OR WARRANT THAT SEARCH ADS OR YOUR PARTICULAR AD CONTENT IS AVAILABLE IN ALL LOCATIONS, AND, TO THE EXTENT THAT IT IS AVAILABLE, THAT ALL LANGUAGES USED IN SUCH LOCATIONS WILL BE AVAILABLE, AND APPLE MAKES NO REPRESENTATION THAT SEARCH ADS OR YOUR AD CONTENT IS APPROPRIATE OR PERMISSIBLE FOR YOUR USE IN A PARTICULAR LOCATION.

d. YOU EXPRESSLY AGREE THAT YOUR USE OF, OR INABILITY TO USE, SEARCH ADS IS AT YOUR SOLE RISK. SEARCH ADS AND ALL PRODUCTS AND SERVICES DELIVERED TO YOU THROUGH SEARCH ADS ARE PROVIDED “AS IS” AND “AS AVAILABLE” FOR YOUR USE, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT YOU UNDERSTAND AND AGREE THAT PRICING FOR THE SERVICES IS BASED ON AN AUCTION MODEL, WHICH MAY VARY BASED ON NUMEROUS FACTORS, INCLUDING, WITHOUT LIMITATION, PROPRIETARY ALGORITHMS USED BY APPLE.

e. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO CASE SHALL APPLE, ITS DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, CONTRACTORS, OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING FROM YOUR USE OF SEARCH ADS OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OF SEARCH ADS (WHETHER BASED ON PRINCIPLES OF CONTRACT, WARRANTY, NEGLIGENCE OR OTHER TORT, BREACH OF ANY STATUTORY DUTY, PRINCIPLES OF INDEMNITY, THE FAILURE OF ANY LIMITED REMEDY TO ACHIEVE ITS ESSENTIAL PURPOSE, OR OTHERWISE), INCLUDING, WITHOUT LIMITATION, ANY ERRORS OR OMISSIONS IN ANY PRODUCT OR SERVICE, OR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY PRODUCT OR SERVICE POSTED, TRANSMITTED OR OTHERWISE MADE AVAILABLE VIA SEARCH ADS, EVEN IF ADVISED OF THEIR POSSIBILITY.

f. APPLE DOES NOT REPRESENT OR GUARANTEE THAT SEARCH ADS WILL BE FREE FROM NETWORK FAILURES, LOSS, CORRUPTION, ATTACK, VIRUSES, INTERFERENCE, HACKING, OR OTHER SECURITY INTRUSION AND APPLE DISCLAIMS ANY LIABILITY RELATING THERETO.

g. IN THE EVENT APPLE FAILS TO DELIVER YOUR CAMPAIGN IN ANY RESPECT, THE SOLE LIABILITY OF APPLE TO YOU AND YOUR SOLE REMEDY SHALL BE LIMITED TO EXTENSION OF THE CAMPAIGN UNTIL THE CONTRACTED METRICS ARE DELIVERED OR COMPENSATION UP TO A MAXIMUM OF 100% OF THE FEES ACTUALLY PAID OR PAYABLE TO APPLE UNDER THESE TERMS OF SERVICE. NOTWITHSTANDING THE ABOVE, APPLE CANNOT ASSURE THAT ANY AUCTION-BASED ADS WILL BE DELIVERED.

10. Indemnity. BY USING SEARCH ADS, YOU AGREE, TO THE MAXIMUM EXTENT PERMITTED BY LAW, TO INDEMNIFY AND HOLD APPLE, ITS DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, CONTRACTORS, AND LICENSORS HARMLESS WITH RESPECT TO ANY CLAIMS ARISING OUT OF YOUR BREACH OF THESE TERMS OF SERVICE, ANY REPRESENTATIONS OR WARRANTIES MADE BY YOU HEREIN, OR YOUR OTHER IMPROPER, UNAUTHORISED OR UNLAWFUL USE OF SEARCH ADS, INCLUDING, WITHOUT LIMITATION, ANY ALLEGATION THAT ANY AD CONTENT OR ADVERTISER DATA DISPLAYED ON OR THROUGH OR DELIVERED TO A PROPERTY (I) MISAPPROPRIATED, VIOLATED OR INFRINGED ANY THIRD PARTY’S PATENT, COPYRIGHT, TRADEMARK, TRADE SECRET, MASK WORK OR ANY OTHER INTELLECTUAL PROPERTY OR PROPRIETARY RIGHT; (II) DEFAMED, BREACHED THE CONFIDENTIALITY OR VIOLATED THE PRIVACY OF ANOTHER; (III) CONSTITUTED FALSE, DECEPTIVE, OR UNFAIR ADVERTISING OR SALES PRACTICES; OR (IV) FAILED TO COMPLY WITH ANY APPLICABLE FEDERAL, STATE OR LOCAL LAW OR REGULATION.

11. Notices. Apple may send You notice with respect to Search Ads by sending an email message to the email address listed in Your Account contact information, by sending a letter via postal mail to the contact address listed in Your Account contact information, or by a posting on the Search Ads platform. Notices shall become effective immediately. A copy of such notice shall also be provided to Your primary Search Ads contact, if any. All notices to Apple relating to these Terms of Service will be deemed given (a) when delivered personally, (b) three business days after having been sent by commercial overnight carrier with written proof of delivery, and (c) five business days after having been sent by first class or certified mail, postage prepaid, to this Apple address: Advertising Platforms, Apple Inc., One Apple Park Way, Mail Stop 319-5MP, Cupertino, CA 95014, Attention Advertising Platforms Legal Counsel. A party may change its email or mailing address by giving the other written notice as described above.

12. Modification or Amendment of Terms of Service. Apple reserves the right, at its discretion, to modify or amend these Terms of Service upon notice to You in accordance with Section 11 above. Such modifications or amendments are effective immediately upon notice and incorporated into these Terms of Service, and Your continued use of Search Ads shall be deemed acceptance thereof.

13. Termination. If You fail to comply with a material provision of these Terms of Service, Apple, upon notice to You may: (I) terminate these Terms of Service and/or Your Account, and You will remain liable for all amounts due under Your Account up to and including the date of termination; (II) terminate the license to the software; and/or (III) preclude access to the Services (or any part thereof).

Apple reserves the right to modify, suspend, or discontinue Search Ads (or any part or feature thereof) at any time, with or without advance notice to You, and Apple will not be liable to You or to any third party should it exercise such rights, subject to clause 9(g).

14. Governing Law. You expressly agree that the laws of the State of California, excluding its conflicts of law rules, govern these Terms of Service and Your use of Search Ads, and that the exclusive jurisdiction for any proceeding relating in any way to Your use of Search Ads will be the Northern District of California. You hereby waive the right to object to the foregoing choice of law, personal jurisdiction or venue.

15. These Terms of Service constitute the entire agreement between You and Apple and govern Your use of Search Ads, superseding any prior agreements between You and Apple. You may not assign these Terms of Service, including, without limitation, by operation of law or merger, without Apple’s prior written approval, and any attempt to assign these Terms of Service without such prior written approval is void. If any part of these Terms of Service is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect. Apple’s failure to enforce any right or provisions in these Terms of Service will not constitute a waiver of such provision, or any other provision of these Terms of Service. Apple will not be responsible for failures to fulfill any obligations due to causes beyond its control.

ATTACHMENT 1
(to the Terms of Service)

Additional Terms for Using Search Ads on the France App Store

The following terms are in addition to the Terms of Service and apply to the use of Search Ads on the App Store available in France:

Apple and Content Provider hereby agree that the law 93-122 of 29 January 1993, known as “Sapin I”, and law 2016-1691 of 9 December 2016, known as “Sapin II” (collectively, “Sapin Law”) apply to Your use of Search Ads on the France App Store. Accordingly, if You are acting as an Agent, You may not undertake a Campaign on behalf of, or for the benefit of, an advertiser customer (“Advertiser”) on the France App Store (i.e., a Campaign principally received on the French territory) if the Advertiser is a “French Company.” For the purpose of this Attachment 1, You agree that a “French Company” is either registered, established or otherwise located in France. To this end, You are prohibited to act secretly as an Agent or to hide that You are acting as an Agent when using Search Ads. Pursuant to Section 10 (Indemnification), You will be liable and agree to indemnify and hold Apple, its directors, officers, employees, affiliates, agents, contractors, and licensors harmless with respect to any claims arising out of Your breach of this Attachment 1.

ATTACHMENT 2
(to the Terms of Service)

Additional Terms for Using Search Ads in South Korea

The following terms are in addition to the Terms of Service and apply to the use of Search Ads on the App Store available in the Republic of Korea:

Notwithstanding the above Section 13 (Termination), if You are located in the Republic of Korea and You fail to comply with a material provision of these Terms of Service, Apple, upon 10 days notice, may: (I) terminate these Terms of Service and/or Your Account, and You will remain liable for all amounts due under Your Account up to and including the date of termination; (II) terminate the license to the software application; and/or (III) preclude access to the Services (or any part thereof), in each case unless such material breach is cured within 10 days.