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ASTRAD Terms of Use

Last Updated: July 9, 2026

These Platform Terms of Service (the “Terms” or “Agreement”) constitute a legally binding contract between Athropos Corporation OÜ (“ASTRAD”), a company registered in Estonia (Registration Number: 14684054, Sepapaja 6, Tallinn 15551), and the entity executing an ASTRAD Account Activation Form (“Client”).

By executing the Account Activation Form or utilizing the ASTRAD platform, services, or programmatic ad-buying infrastructure (the “Platform”), Client explicitly accepts and agrees to be bound by these Terms.

  1. Scope of Services & Account Access

1.1 Conditional Effectiveness & Platform Approval

This Agreement, and any platform access or onboarding execution generated via the ASTRAD digital interface, is strictly conditional upon formal backend review, account activation, and explicit platform approval by ASTRAD compliance management. ASTRAD reserves the absolute, unencumbered right to deny platform access, reject any application, or refuse infrastructure onboarding for any reason or no reason. In the event that an application is rejected, denied, or flagged during the vetting phase prior to formal, manual account provisioning, this Agreement shall immediately be deemed completely null, void ab initio, and of no legal force or effect, and no contractual relationship or liability of any kind shall be established or sustained between ASTRAD and the applicant entity.

1.2 Multi-Track Delivery

ASTRAD provides programmatic advertising infrastructure. Unless explicitly modified by a mutually executed, premium corporate Insertion Order (“IO”), all accounts default to the Self-Service Track.

  • Self-Service Track: Client holds sole responsibility for campaign configuration, budget allocation, creative uploading, target metrics, and optimization choices. ASTRAD serves strictly as an infrastructure provider.
  • Algorithmic Updates: ASTRAD routinely updates its optimization, routing, and delivery algorithms (including its standard and extended programmatic layers). These adjustments are dynamic, and continued use of the platform constitutes authorization for campaigns to run under updated algorithmic parameters.
  • Discretionary Campaign Review: ASTRAD retains the absolute, unencumbered right, at its sole discretion, to review, refuse to serve, reject, or immediately pause the routing of any individual advertising campaign, creative asset, or destination URL submitted by Client for any reason or no reason, without prior notice and without establishing any liability to Client for delivery disruptions or pacing drops.

1.3 Access Protocols & Security

Client will be provisioned a Master User Account (“Superadmin”). The Superadmin has the programmatic authority to invite team members, assign access permissions, and input financial or operational data. Client is solely responsible for maintaining log-in credential confidentiality and assumes 100% legal and financial liability for all bids, campaign spends, and actions executed via their platform account.

1.4 Agency Accounts & Downstream Entity Liability

If the Client executes this Agreement as an advertising agency, media broker, or reseller managing campaigns on behalf of third-party advertisers or child accounts (an “Agency“):

  • The Agency explicitly assumes 100% joint, several, and absolute financial liability for all actions, campaign configurations, spends, visual payloads, and breaches committed by any downstream brand or sub-account provisioned under the Agency’s master Superadmin login.
  • Any breach of Section 3 (Prohibited Conduct) by an Agency’s client or sub-account shall be treated legally as a direct material breach by the Agency itself.
  1. Financial Architecture & Prepayment Model

2.1 Mandatory Prepayment Framework & Credit Restrictions

Prepaid Wallet Default: The Platform operates strictly on a Prepayment Model. Campaigns will not initialize, and ad traffic will not be routed across our infrastructure, until Client has successfully deposited sufficient funds via approved platform payment gateways to maintain a positive wallet balance. The Platform’s software routing engines will automatically pause all active campaigns the exact moment the available wallet balance reaches zero ($0.00). ASTRAD holds zero liability for delivery disruptions or pacing drops caused by an exhausted wallet balance.

Deposited Balance Status: Deposited balances represent an advanced allocation for advertising inventory purchase. Prepayments do not constitute an escrow, do not bear interest, and remain the unencumbered property of ASTRAD until consumed by active advertising campaigns or refunded in strict compliance with Section 4 of these Terms.

Postpaid Credit Restrictions: Transitioning a Client account to a Postpaid (Invoiced Credit) status is strictly prohibited under these standard web terms. A postpaid infrastructure profile will only be activated if explicitly negotiated, credit-vetted, and executed via a separate, Signed Credit Addendum manually approved by ASTRAD corporate management. Any such addendum will establish custom credit limits, net terms, and invoicing loops that override this Section 2.1 solely for that specific Client account.

2.2 Invoicing & Tax Compliance

Invoices are generated automatically based on the profile data supplied by the Superadmin portal or the initial Account Activation Form. All fees are exclusive of VAT or local digital services taxes, which will be applied dynamically based on the Client’s corporate tax jurisdiction under EU rules.

2.3 Fee Billing Disputes

Client must notify ASTRAD in writing at finance@astrad.io regarding any invoice discrepancy or campaign spend dispute within seven (7) calendar days of the data appearing in the platform dashboard. Failure to flag a dispute within this timeframe constitutes an irrevocable waiver of the right to contest those charges.

2.4 Data Subject Requests & Intermediary Insulation

ASTRAD routes pseudonymous data strictly as an infrastructure routing pipeline. Client acknowledges that ASTRAD does not collect real-world user identities and lacks the technical means to link automated routing tokens (such as auction IDs) to real-world names or identities. Any statutory data protection inquiries, access requests (DSARs), or regulatory audits targeting campaign delivery parameters shall be routed directly to the Client as the Data Controller. Client agrees to defend, indemnify, and hold ASTRAD harmless from any legal or operational costs resulting from regulatory data inquiries stemming from Client’s targeting choices.

  1. Advertising Compliance & “The Sins” (Prohibited Conduct)

Client explicitly warrants that all advertising creatives, payloads, target URLs, and campaign data tracking scripts comply fully with global industry standards and upstream ad-exchange policies. Client is strictly prohibited from executing, facilitating, or attempting any of the following actions on or through the Platform:

  • Click Fraud & Traffic Manipulation: Utilizing bots, automated scripts, click-farms, hidden inline frames (iFrames), or incentivized traffic configurations to simulate organic user engagement.
  • Malicious Payloads: Distributing ad creatives or destination URLs that contain malware, spyware, auto-redirect chains, ransomware, phishing scripts, or unauthorized tracking cookies.
  • Regulatory Violations: Running unapproved promotions for restricted categories (e.g., unauthorized financial operations, illegal gambling, counterfeit goods, or deceptive health claims) under EU consumer protection frameworks.
  1. Dual-Track Suspension & Termination

To ensure operational stability, system security, and the integrity of upstream ad-exchange relationships, ASTRAD maintains two distinct mechanisms for platform offboarding and account closure:

4.1 Track 1: Termination for Convenience (The 7-Day Rule)

Either ASTRAD or the Client may terminate this Agreement and close the platform account for any reason or no reason by providing seven (7) calendar days’ prior electronic notice to the other party.

  • Winding Down: Upon delivery of a Track 1 notice, Client must pause all active live campaigns before the expiration of the 7-day window.
  • The Refund Guarantee: Within fourteen (14) business days following actual account deactivation, ASTRAD will calculate and return any verified, unspent prepaid balance sitting in the Client’s wallet to the original payment method.

4.2 Track 2: Immediate Emergency Suspension for Cause

ASTRAD reserves the right to immediately suspend, restrict, or terminate account access, in whole or in part, without prior notice and without explanation required during the emergency phase, if ASTRAD in its sole discretion determines or reasonably suspects that Client has engaged in:

  • Any activity listed under Section 3 (Prohibited Conduct).
  • Material default on any payment or invoicing obligation.
  • Actions that trigger compliance alerts, penalties, or threats of termination from ASTRAD’s upstream ad exchanges or cloud infrastructure partners.

Financial Hold: In a Track 2 scenario, any remaining account balances may be temporarily frozen during an administrative investigation to offset pending compliance fines, chargeback liabilities, or third-party ad-exchange chargebacks caused by the Client’s breach.

4.3 Abandonment & Inactive Account Closure

ASTRAD reserves the right to permanently deactivate and close any platform account that has been deemed “Inactive.” An account is classified as Inactive if, for a continuous period of one ninety (90) calendar days, the Client has failed to log into the Superadmin portal and has executed zero ($0.00) active advertising spend across the infrastructure.

  • Accounts with Zero Balance: If an Inactive account holds a balance of $0.00, ASTRAD will purge the account and reclaim the system routing bandwidth without prior electronic notice.
  • Balances Below $2,500: If an Inactive account holds an unspent prepaid wallet balance less than $2,500 USD, ASTRAD will issue a single, final warning to the Signatory Email. If the Client fails to reactivate the account or request an offboarding refund within thirty (30) calendar days of that notice, the remaining funds shall be deemed abandoned, fully forfeited to ASTRAD as an administrative liquidation fee, and the account will be permanently closed.
  • Balances of $2,500 and Above: If the unspent prepaid balance equals or exceeds $2,500 USD, the funds are not subject to automatic forfeiture. Instead, following the 30-day notice period, ASTRAD will apply a recurring Dormancy Maintenance Fee of $250 USD per month deducted directly from the wallet balance until the balance falls below the $2,500 threshold (at which point the forfeiture rule applies) or the Client completes formal account offboarding.
  1. Prospective Document Modifications

5.1 The 30-Day Notice Rule

ASTRAD reserves the right to modify these Terms, the Data Processing Addendum (DPA), or the Privacy Policy prospectively. When changes occur, ASTRAD will issue an electronic notification detailing the specific modifications to the Signatory Email and Billing Email provided during onboarding, and/or deploy a high-visibility alert banner within the platform user dashboard.

5.2 The Drop-Dead Objection Clause

Modifications become fully effective and legally binding exactly thirty (30) calendar days following the dispatch of the update notice. If Client objects to any material adjustment, Client’s sole and exclusive remedy is to immediately cease all use of the Platform and issue a notice of termination within the 30-day window. Continued utilization of the Platform or execution of campaigns after the 30-day notice period expires constitutes an irrevocable, legally binding acceptance of the revised Terms and frameworks.

  1. Limitation of Liability & Commercial Protection

6.1 Maximum Liability Cap:

To the maximum extent permitted under applicable law, the total collective liability of ASTRAD, its directors, employees, or affiliates for any claims, losses, damages, or causes of action arising out of or in connection with this Agreement, whether in contract, tort, or breach of statutory duty, shall strictly be capped at and limited to the actual net fees paid by Client to ASTRAD in the three (3) month period immediately preceding the event giving rise to the liability.

6.2 Exclusion of Consequential Damages:

Under no circumstances shall ASTRAD be liable to Client or any third party for any indirect, incidental, special, consequential, or punitive damages. This includes, without limitation, any loss of profits, lost advertising revenue, ruined client relationships, campaign downtime, data loss, or the cost of procuring alternative distribution software, even if ASTRAD was explicitly advised of the possibility of such damages.

  1. Governing Law & Dispute Resolution

7.1 Estonian Jurisdiction

This Agreement, its interpretation, and any disputes or claims arising out of it (including non-contractual disputes) are governed entirely by and construed in accordance with the substantive laws of the Republic of Estonia, without giving effect to any conflict of laws principles.

7.2 Forum Selection

The parties explicitly agree that any legal dispute, controversy, or claim that cannot be resolved amicably through good-faith executive negotiation shall be submitted to the exclusive jurisdiction of the Harju County Court (Harju Maakohus) in Tallinn, Estonia, as the court of first instance.

7.3 Entire Agreement & Legacy Deprecation

This Agreement, together with the DPA, Privacy Policy, and executed Account Activation Form, constitutes the entire agreement between the parties regarding the Platform. Execution of this contract completely supersedes, voids, and deprecates all prior or contemporaneous oral or written agreements, legacy terms of service, custom historical arrangements, or outdated platform guidelines previously established between ASTRAD and the Client.