IAS SIGNAL PLATFORM AUTHORIZED USER TERMS OF SERVICE
Integral Ad Science, Inc., and its wholly-owned subsidiaries (together, “IAS”, “we”, “us”, or “our”) is a global leader in digital media quality, providing actionable insights and delivering independent measurement and verification of digital advertising across all devices, channels and formats. IAS’s mission is to be the global benchmark for trust and transparency in digital media quality for the world’s leading brands, publishers, and platforms. At IAS, we empower the advertising industry to invest with confidence and activate consumers everywhere, on every device. We build products, deliver solutions, and generate ideas that provide valuable functions for our customers. Regardless of whether anyone is looking or not, we act with honesty, transparency, and integrity in working with each other and with our customers.
The IAS Signal Platform (“Platform”) offers tools for managing media quality including: (i) user interface (UI) design with access to campaign data and insights; (ii) dashboards and landing page preferences; (iii) reporting capabilities and data export functionality; (iv) consolidated viewability and time-in-view dashboard for snapshots of campaign performance; and (v) campaign management and tagging capabilities.
These Authorized User Terms of Service (“Terms”) set forth a legally binding agreement between you (“Authorized User”, “You”, or “Your”) and IAS and govern Your use of Platform including all user manuals, technical manuals, and any other materials provided by IAS, in printed, electronic, or other form that describe the Platform or its use or specifications (the “Documentation”) and materials and other items relating to Platform, such as layout, information, articles, posts, text, data, files, images, scripts, designs, graphics, button icons, instructions, illustrations, photographs, audio clips, music, sounds, pictures, videos, advertising copy, URLs, technology, software, interactive features, the “look and feel” of the Platform, and the compilation, assembly, and arrangement of the materials of the Platform and any and all copyrightable material (including source and object code) (the “Content”).
Your access to the Platform, Documentation, and Content is provided to You for use pursuant to and subject to the master services agreement, terms and conditions, or statement of work entered into between your employer Licensee and IAS for IAS services, that among other things, provides Your access to the Platform (the “Services Agreement”). “Licensee” means the company or other legal entity which has signed the Services Agreement.
Please read these Terms of Service carefully before you start to use the Platform. BY USING THE PLATFORM, YOU ACCEPT AND AGREE TO BE BOUND AND ABIDE BY THESE TERMS OF SERVICE. If you do not want to agree to these Terms of Service, you must not access the Platform.
1. LICENSE GRANT; INTELLECTUAL PROPERTY RIGHTS. Subject to compliance with these Terms, IAS grants to You a limited, revocable, non-exclusive, non-transferable, nonsublicensable, worldwide right to access and use the Platform and Content for Licensee’s business operations in accordance with the Documentation and Services Agreement. The foregoing limited license (i) does not give You any ownership of, or any intellectual property interest in, the Platform, the Documentation, or the Content; and (ii) may be immediately suspended or terminated for any reason in IAS’s sole discretion, and without advance notice or liability. The foregoing license will terminate immediately on the earlier to occur of (a) the expiration or earlier termination of the Agreement between IAS and Licensee; or (b) You ceasing to be an Authorized User by Licensee to use the Platform. You do not acquire any ownership interest in the Platform under these Terms, or any rights to the Platform other than to use the Platform in accordance with the license granted under these Terms, subject to all terms, conditions, and restrictions. IAS reserves and shall retain its entire right, title, and interest in and to the Platform and all intellectual property rights arising out of or relating to the Platform, subject to the license expressly granted to the Licensee under the Agreement.
2. RIGHTS AND RESTRICTIONS TO THE PLATFORM
2.1. Use of Platform. You may use the Platform only in accordance with the terms and conditions set forth in these Terms. In each instance, the use of the Platform is solely for the benefit of Licensee pursuant to the Services Agreement.
2.2. Authorized User Restrictions. You shall not, and shall not cause any person, to use the Platform, any software component of the Platform, or Documentation for any purposes beyond the scope of the access granted in these Terms. You shall not at any time, directly or indirectly, and shall not direct any person to (i) copy, modify, alter, or create derivative works or improvement, whether or not patentable, of the Platform, any software component of the Platform, or Documentation, in whole or in part; (ii) rent, lease, lend, sell, license, sublicense, assign, distribute, publish, copy, modify, alter, transfer, or otherwise make available the Platform or Documentation, except as expressly permitted under these Terms; (iii) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of the Platform, in whole or in part; (iv) remove any proprietary notices from the Platform or Documentation; (v) remove, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protection the Platform; (v) introduce, store or transmit code, files, scripts, agents or programs intended to do harm to the Platform, including, for example, malware, viruses, worms, time bombs and Trojan horses; (vii) use the Platform or Documentation in any manner or for any purposes that infringes, or misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law, regulation, or rule.
3.1. Creating an Account. In order to access or use the Platform, You must first register through the Platform, or through the Licensee with IAS. In order to register as an Authorized User, You must be the age of majority of the jurisdiction of which you reside in. During registration, you must select Your own password at the time of registration (or we may provide You with a username and password) and You agree that: (i) You will not use a username (or email address) that is already being used by someone else, may impersonate another person, belongs to another person, violates the intellectual property or other right of any person or entity, or is offensive. We may reject the use of any password, username, or email address for any other reason in our sole discretion; (ii) You will provide true, accurate, current, and complete registration information about yourself in connection with the registration process; (iii) You are solely responsible for all activities that occur under Your account, password, and username—whether or not You authorized the activity; (iv) You are solely responsible for maintaining the confidentiality of Your password and for restricting access to Your account so that others may not access any password protected portion of the Platform using Your name, username, or password; (v) You will immediately notify us of any unauthorized use of Your account, password, or username, or any other breach of security, but accept that we are not responsible for thereafter stopping or preventing unauthorized use; and (vi) You will not sell, transfer, or assign Your account or any account rights. We will not be liable for any loss or damage (of any kind and under any legal theory) to You or any third party arising from Your inability or failure for any reason to comply with the foregoing obligations.
3.2. Suspension or Termination of Accounts. If any information that You provide, or if we have reasonable grounds to suspect that any information that You provide, is false, inaccurate, outdated, incomplete or violates these Terms or any applicable law, then we may suspend or terminate Your account. We also reserve the more general and broad right, as permitted by applicable law, to terminate Your account or suspend or otherwise deny Your access to it or its benefits—all in our sole discretion, for any reason, and without advance notice or liability.
5. DISCLAIMER. YOU ARE PROVIDED ACCESS TO THE PLATFORM PURSUANT TO THE SERVICES AGREEMENT BETWEEN IAS AND LICENSEE, SOLELY FOR THE BENEFIT OF LICENSEE AND AT LICENSEE’S DISCRETION. YOU ACKNOWLEDGE THAT YOU HAVE NO RIGHTS UNDER THAT AGREEMENT INCLUDING ANY RIGHTS TO ENFORCE ANY OF ITS TERMS. ANY OBLIGATION OR LIABILITY IAS, OR ANY OF ITS LICENSORS OR SERVICE PROVIDERS, MAY HAVE WITH RESPECT TO YOUR USE OR INABILITY TO USE THE PLATFORM SHALL BE SOLELY TO LICENSEE PURSUANT TO THAT AGREEMENT, INCLUDING ALL LIMITATIONS OF LIABILITY SET FORTH THEREIN.
6. GOVERNING LAW. These Terms are governed by and construed in accordance with the internal laws of the State of New York without giving effect to any choice or conflict of law provision or rule that would cause the application of Laws of any jurisdiction other than those of the State of New York.
7. AMENDMENTS TO THE TERMS. IAS may revise these Terms from time to time. The most current version of the Terms, which will always be accessible in the Platform, will govern our relationship with You. IAS will use commercial reasonable efforts to notify You of material revisions. By continuing to access or use the Platform after those revisions become effective, You agree to be bound by the revised Terms.