BeastlyAds

Terms & Conditions

Last Updated: February 20, 2025

1. Introduction

These Terms and Conditions (“Terms”) are a binding legal agreement between you and BeastlyAds that govern your right to use the websites, applications, mobile platform, and other offerings from BeastlyAds (collectively, the “BeastlyAds Platform”). By using the BeastlyAds Platform and by clicking accept when prompted to by the BeastlyAds Platform, you agree to be bound by and comply with all terms of all agreements which constitute our “Terms of Service,” including these Terms, and our other terms of use, if applicable (e.g., our Privacy Policy, our Prohibited Spaces and Products Policy, and our Service Fees page), and such other agreements as we may upload, incorporate, or amend in the future. When used in these Terms, “BeastlyAds,” “we,” “us,” or “our” refers to Beastlyads LLC and its affiliates.

The BeastlyAds Platform enables users (“Users”) to publish, offer, search for, sell, rent, and book advertising- and promotion-related services and spaces—real, digital, and otherwise! Users who publish and offer space and places for advertisement, showcasing, and/or placement of products and services are “Hosters” and they offer “Advertising Hosting Services.” Users who post products and services that they would like to advertise, showcase, or place are “Posters” and they offer “Advertising Posting Opportunities.” Each offering of an Advertising Hosting Service or Advertising Posting Opportunity is called a “Listing.”

As the provider of the BeastlyAds Platform, BeastlyAds does not own, control, offer or manage any Listings, Advertising Hosting Services, or Advertising Posting Services. BeastlyAds is not a party to the contracts entered into directly between Hosters and Posters. BeastlyAds is not acting as an agent in any capacity for any User. To learn more about BeastlyAds role and its relationships with Users, see Sections 2.8 (Your Independence from BeastlyAds), 2.9 (Relationship Between You and BeastlyAds), 3.10 (Your Independence from BeastlyAds), 3.11 (Relationship Between You and BeastlyAds), 4.2 (BeastlyAds Role), and 4.3 (Role of our Payments Partner).

We maintain other terms and policies that supplement these Terms, such as our Privacy Policy, which describes our collection and use of your information and personal data, and such other terms and policies as we may upload to our website in the future, each of which forms part of these Terms. You should read these Terms carefully before using the BeastlyAds Platform. If you do not understand or do not agree to these Terms, you may not use the BeastlyAds Platform and should not click to accept these Terms or establish an account on the BeastlyAds Platform (a “User Account”). If in the future you do not want to agree to these Terms, you should terminate your User Account because by maintaining a User Account you are agreeing to these Terms.

2. Hosters’ Terms

2.1 General.

As a Hoster, BeastlyAds offers you the right to use the BeastlyAds Platform in accordance with these Terms to share your platform, space, time, or audience, which we call a “Space,” with our vibrant community of Posters—and earn money doing it. You can easily search Listings by Posters for Advertising Posting Opportunities for your Space, or create a Listing for your own Advertising Hosting Services! It’s easy to create a Listing and you are in control of how you host—set your price, availability, and rules for each Listing.

2.2 Creating a Listing.

The BeastlyAds Platform provides tools that make it easy for you to set up and manage a Listing. Your Listing must include complete and accurate information about your Advertising Hosting Services. Such information should include:

2.2.1 Listing Price.

Determine whether you would like to set a fixed price, or whether you’d like to conduct an “Auction,” in which case the Auction Terms, contained in Section 4.7 (Auction Terms), shall apply. The “Listing Price” will be either the fixed price set in the Listing, or the highest Bid received that exceeds the Reserve Price at the time the Auction closes;

2.2.3 Availability.

Set the timeframe, term, frequency, or number for display or otherwise enumerate the advertising services you’ll be providing;

2.2.4 Restrictions.

Set any restrictions or limitations on what advertisements or promotions you’re willing to host;

2.2.5 Proof and Authentication.

Describe in detail the evidence you’re willing to provide to Posters so that you can prove, and they can authenticate, that you’ve successfully provided the Advertising Hosting Services in accordance with the terms of the Listing;

2.2.6 Details, Descriptions, and Multimedia.

We recommend you include detailed descriptions, photos, or videos of your Space or documenting your previous hostings (but be clear if you are documenting a current or previous hosting) in order to attract Posters;

2.2.6 Featured Listing.

While posting a Listing is generally free, if you’d like to promote your Listing on the BeastlyAds Platform, you may pay an optional, additional fee (a “Featured Fee”) to have your Listing be a “Featured Listing.” For additional information on Featured Listings and the associated Featured Fee, see Section 4.4.2 (Featured Listings);

2.2.7 Other Terms.

Set other terms, fees, prices, and targets – be creative and descriptive, but be clear and be transparent!

2.3 Questions and Answers.

Other Users will have the opportunity to publicly post questions on your Listing for Advertising Hosting Services inquiring about specific details or seeking further clarification or additional terms, and you will have the opportunity to ask other Users questions on their Listings for Advertising Posting Opportunities. Once you’ve received a question from another User on your Listing, you will have the opportunity to post public answers to that question on your Listing. Similarly, if you’ve posted a question on another User’s Listing, that User will have the opportunity to publicly post answers to your questions on their Listing. These “Q&A Exchanges” are publicly displayed on the Listing, and form an important part of the Listing, so be thorough, honest, and respectful! Each answer you provide is a legally binding promise to other Users booking your Listing, so you will be required to comply with the terms of any answers you provide, and other Users will be required to do the same for any answers to questions you ask on their Listings.

2.4 Managing and Upkeep of a Listing.

You are solely responsible for keeping your Listing information (including availability and answers to Q&A Exchanges) and content (like photos and videos) up-to-date and accurate at all times.

2.5 Listing Verification Requirements.

When you submit your Listing, we may require you to verify your contact details and location. If the contact details are incorrect, inoperative or disabled, or if the IP address associated with the request does not match the location of the service requested or falls outside BeastlyAds’s operation area, your Listing may be rejected at our sole discretion.

2.6 Legal Right to Your Listing’s Space.

When you submit your Listing, you are representing that you have the legal right to use that Space for the Advertising Hosting Services offered in your Listing. Do not submit a Listing for your Space without ensuring you have the right to use that Space for the Advertising Hosting Services offered in the Listing. If you do not have the right to use that Space for Advertising Hosting Services, you bear sole responsibility for any and all legal consequences derived from the use of that Space, including, but not limited to: the imposition of fines, penalties, or sanctions by regulatory bodies; enforcement of court orders, judgments, or injunctions; liability for any resulting damages; and any termination or suspension of contractual privileges or rights related to the Space or your provision of Advertising Hosting Services. For more information on your legal obligations as a Hoster, see Section 2.11 (Know Your Legal Obligations).

2.7 Booking a Listing.

2.7.1 Total Price for Advertising Hosting Services.

When a User books a Listing, the “Total Price” paid by the Poster is the sum of:

the Listing Price, the Transaction Fee, any applicable fees charged by the Payments Partner, and any applicable Taxes, fees, or charges.

For more information on Fees, see Section 4.5 (Fees) our Service Fees page.

2.7.2 Booking an Advertising Posting Opportunity.

When you book a Listing for an Advertising Posting Opportunity, you may must first connect with the Poster directly by clicking “Connect/Reserve.”

If you click “Connect/Reserve,” you will be immediately directed to the booking page where you will be able to provide additional information and authentication or negotiate with the Poster to demonstrate your ability to meet the terms of the Advertising Posting Opportunity or to further define the terms of the Advertising Posting Opportunity. At the booking page, you will be charged the Transaction Fee of the Listing Price, any applicable fees charged by the Payments Partner, and any applicable Taxes, fees, or charges. Once the booking to “Connect/Reserve” is complete, your contact information will be sent to the Poster, and their contact information will be sent to you, so you can negotiate the specific terms of the Advertising Posting Opportunity, and a copy of the Listing and the details of the “Connect/Reserve” booking will be included in the “Orders” page of your User Account. Once you and the Poster agree to terms, the Poster will be able to finish your booking of their Advertising Posting Opportunity through the BeastlyAds Platform by clicking “Book Now.” In this case, any supplemental terms you have negotiated should be added to the Listing (or reflected in a Q&A Exchange) and will be incorporated in and become a part of the terms of the Listing if so added, and you will both receive a booking confirmation containing the terms of the Listing, and, if the Listing involves the payment of funds to you by the Poster, the Listing Price due to you will be paid by the Poster and transmitted to you in accordance with the terms of our Payments Partner. Whether or not you and the Poster add the additional terms to the Listing, you and the Poster will then be solely responsible for completing the terms of the Advertising Contract in accordance with Section 2.7 (Relationship Between You and Poster), below. We strongly encourage you and the Poster to add all relevant terms to the Listing as BeastlyAds is not a party to the contracts Users make with each other and will not mediate any disputes.

2.7.3 Agreement to Terms of Listing.

By booking a Listing for an Advertising Posting Opportunity offered by a Poster, you agree to the terms of that Listing, including the answers to any Q&A Exchanges or any other terms and restrictions therein. You agree that you can and will provide the services described in the Listing in accordance with the terms thereof.

2.7.4 Confirming Booking Advertising Hosting Services.

When a Poster is interested in booking your Listing for Advertising Hosting Services, the Poster may either:

2.7.4.1

book your Listing directly by clicking “Book Now,” and paying the Total Price to book your Listing, in which case you will receive a booking confirmation containing the terms of the Listing, a copy of the Listing and the details of the booking will be added to the “Orders” page of your User Account, the Listing Price will be transmitted to you in accordance with the terms of our Payments Partner, and your Listing will automatically be removed. Once your Listing has been removed, you will have the opportunity to repost the Listing; or

2.7.4.2

exchange contact information to negotiate with you by clicking “Connect/Reserve” on the Listing, in which case your contact information will be sent to the Poster, and their contact information will be sent to you, so you can negotiate the specific terms of the Advertising Hosting Services to be provided. Once you and the Poster agree to terms, the Poster will be able to finish booking your Listing through the BeastlyAds Platform, in which case any supplemental terms you have negotiated will, once added, be incorporated in and become a part of the terms of the Listing, you will both receive a booking confirmation containing the terms of the Listing, and the Listing Price will be transmitted to you in accordance with the terms of our Payments Partner. We strongly encourage you and the Poster to add all relevant terms to the Listing as BeastlyAds is not a party to the Advertising Contracts Users make with each other and will not mediate any disputes.

2.8 Relationship Between You and Poster.

When you post a Listing for Advertising Hosting Services you are making an offer to provide those services to a Poster. Once you book a Listing of another User or once another User has booked your Listing, and you receive a booking confirmation through the BeastlyAds Platform, you are entering into a contract directly with the Poster and are solely responsible for providing the services or meeting the requirements described in the Listing, including any representations or warranties made in the Q&A Exchanges, under the terms and at the price specified therein, and subject to the requirements of these Terms, including, without limitation, the cancellation policy and any other rules, standards, policies, or requirements identified in the Listing or during checkout (in total, such terms forming the “Advertising Contract”). Any terms or conditions that you include in any supplemental contract with another User must: (i) be consistent with these Terms and the information provided in your Listing, and (ii) be prominently disclosed in your Listing. It is your responsibility to read and understand these terms of the Advertising Contract, including all rules, standards, policies, and requirements prior to booking a Listing. You hereby acknowledge that some Posters may be individuals or separate legal entities, and as such may delegate to agents or employees to meet the terms of an Advertising Contract. Any disputes or claims of damages resulting from an Advertising Contract are to be resolved solely between you and the other User.

2.9 Your Independence from BeastlyAds.

Your relationship with BeastlyAds is limited to that established under these Terms and is solely that of an independent individual or entity and not an employee, agent, joint venturer, or partner of BeastlyAds. BeastlyAds does not direct or control your Advertising Hosting Services or your performance under any Advertising Contract, and you understand that you have complete discretion whether and when to provide Advertising Hosting Services, at what price and on what terms to offer them. You agree you will at all times ensure that it is clear to Posters that any Advertising Hosting Services provided are provided to them by you as Hoster and not by BeastlyAds.

2.10 Relationship Between You and BeastlyAds.

BeastlyAds acts only as a marketplace and facilitator for the listing and booking of Advertising Hosting Services and Advertising Posting Opportunities, described herein, and the provision of any Advertising Hosting Services or compensation or satisfaction of the terms of an Advertising Posting Opportunity are subject to and governed by the Advertising Contract, an entirely separate legal relationship from that between a User and BeastlyAds and governed by these Terms. If there are any issues with the performance of the Poster under the Advertising Contract, you will have legal rights of redress against the Poster directly, and not against BeastlyAds.

2.11 Know Your Legal Obligations.

You are responsible for understanding and complying with any laws, rules, regulations, and contracts with third parties that apply to your Listing or Advertising Hosting Services. For example: some states and localities may restrict your ability to advertise on a building or automobile, or may require a permit for certain public displays or promotional events. Check your local rules to learn what rules apply to the Advertising Hosting Services you plan to offer. BeastlyAds is under no obligation to provide you with any information regarding legal requirements or any legal advice; accordingly, you should independently confirm your obligations. You are responsible for handling and using personal data of Posters and other Users in compliance with applicable privacy laws and these Terms, including our Privacy Policy. If you have questions about how local laws apply you should always seek legal advice.

2.12 Your Responsibilities.

You are responsible and liable for your own acts and omissions and are also responsible for the acts and omissions of anyone you partner with, hire, engage or otherwise allow to participate in providing your Advertising Hosting Services. You are responsible for obtaining and maintaining any appropriate or necessary insurance with respect to your Space and the campaign you will running in accordance with each Listing, and we suggest you carefully review policy terms and conditions including coverage details and exclusions. You are responsible for setting your price and establishing rules and requirements for your Listing. You must describe any and all fees and charges in your Listing description and may not collect any additional fees or charges outside the BeastlyAds Platform. Do not encourage Posters to create third-party accounts, submit reviews, provide their contact information, or take other actions outside the BeastlyAds Platform in violation of Section 4.6 (Off-Platform Conduct).

2.13 Hosting as a Team or Organization.

If you work as part of a team, business, or other organization, formally or informally, to provide Advertising Hosting Services, you are responsible and liable as a User under these Terms for the acts and omissions of each entity and individual who participates in providing your Advertising Hosting Services and you are responsible for informing personnel engaged by you to deliver any Advertising Hosting Services of your obligations under these Terms.

2.13 Your Assumption of Risk.

2.14 Your Assumption of Risk.

You acknowledge and agree that you assume the entire risk arising out of your access to and use of the BeastlyAds Platform, offering Advertising Hosting Services, accepting Advertising Posting Opportunities, or any interaction you have with other Users whether in person or online. You agree that you have had the opportunity to investigate the BeastlyAds Platform and any laws, rules, regulations, or obligations that may be applicable to your Listings, the Advertising Hosting Services you may offer, or the Advertising Posting Opportunities you may accept and that you are not relying upon any statement of law made by BeastlyAds.

2.15 Hoster Taxes.

As a Hoster, you are responsible for determining and fulfilling your obligations under applicable laws to report, collect, remit, or include in your price any applicable taxes, including VAT, income, or other indirect taxes ("Taxes"). You acknowledge and agree that, in jurisdictions where our Payments Partner (as defined in Section 4.3 (Role of Our Payments Partner), below) facilitates the collection and/or remittance of Taxes on your behalf, you instruct and authorize our Payments Partner to collect Taxes on your behalf, and/or to remit such Taxes to the relevant Tax authority, in accordance with the terms of our Payments Partner.

2.16 Tax Information Collection and Reporting.

In certain jurisdictions, Tax regulations may require that we collect and/or report Tax information about you. If you fail to provide us with documentation that we determine to be sufficient to support any such obligation to collect and/or report Tax information about you, we may withhold payouts until sufficient documentation is provided. You agree that BeastlyAds may issue on your behalf invoices or similar documentation for Taxes related to your Advertising Hosting Services or Advertising Posting Opportunities to facilitate accurate tax reporting.

2.17 Reviews.

Upon the completion or termination of an Advertising Contract, the Poster will have the opportunity to post a public review of you and your conduct under that Advertising Contract for Advertising Hosting Services or Advertising Posting Opportunity, as applicable, and you will have the opportunity to post a public review of the Poster and their performance under that Advertising Contract for Advertising Hosting Services or Advertising Posting Opportunity, as applicable (a “Review”). Reviews will be posted publicly and will be viewable on a receiving User’s profile. Your Review must be accurate and reflect your experience with the Poster’s conduct relating to and performance with the terms of the Advertising Contract.

Your Review may not contain any discriminatory, offensive, defamatory, or other language that violates these Terms or applicable law and are subject to our Content Policy contained in Section 5.8 (Content Policy) below and must comply with our Platform Rules contained in Section 5.9 (Platform Rules/Code of Conduct).

Any Reviews are solely the opinions of Users and BeastlyAds shall not be liable to you for the content of any Review. Reviews will not be verified by BeastlyAds for accuracy and may be incorrect or misleading. If you believe that a Review violates our Content Policy or Platform Rules, you may report it to us at conductreporting@beastlyads.com, in which case we will inspect the Review for violations and may remove it at our sole discretion. BeastlyAds reserves the right (but is under no obligation) to remove Reviews for any or no reason, in its sole discretion.

You shall not submit Reviews for your own Advertising Hosting Services, Listings, or Users, nor report any reviews by other Users other than in good faith.

3. Posters’ Terms

3.1 General.

As a Poster, BeastlyAds offers you the right to use the BeastlyAds Platform in accordance with these Terms to advertise, showcase, promote or place your product, service, or event, which we call “Products,” with our vibrant community of Hosters. You can easily book Advertising Hosting Services through a Hoster’s Listing or create a Listing for your own Advertising Posting Opportunity! If you’d like to create a Listing to promote your Product, you are in control—set the price, availability, and rules for each Advertising Posting Opportunity you’d like to offer.

3.2 Creating a Listing.

3.2.1 Pricing and Incentives.

Determine what you’re willing to offer potential Hosters—a flat fee, swag, it’s up to you!

3.2.2 Availability.

Set the timeframe for display or otherwise enumerate the services you’ll be looking for a Hoster to provide;

3.2.3 Restrictions.

Set any restrictions or limitations on what Users you’re willing to work with, such as limiting by region or event;

3.2.4 Proof and Authentication.

Describe in detail the evidence you will need from Hosters so they can authenticate that they’ve successfully met the requirements of the Advertising Posting Opportunity in accordance with the terms of the Listing;

3.2.5 Details, Descriptions, and Multimedia.

We recommend you include photos or videos to attract and explain your requirements to Hosters;

3.2.6 Featured Listing.

3.2.7 Other Fees or Bonuses.

If you’d like to include performance bonuses or other incentives, feel free to add them here--be creative and descriptive, but be transparent!

3.3 Questions and Answers.

Other Users will have the opportunity to publicly post questions on your Listing for Advertising Posting Opportunities inquiring about specific details or seeking further clarification or additional terms, and you will have the opportunity to ask other Users questions on their Listings for Advertising Hosting Services. Once you’ve received a question from another User on your Listing, you will have the opportunity to post public answers to that question on your Listing. Similarly, if you’ve posted a question on another User’s Listing, that User will have the opportunity to publicly post answers to your questions on their Listings. These “Q&A Exchanges” are publicly displayed on the Listing, and form an important part of the Listing, so be thorough, honest, and respectful! Each answer you provide is a legally binding promise to other Users booking your Listing, so you will be required to comply with the terms of any answers you provide, and other Users will be required to do the same for any answers to questions you ask on their Listings.

3.4 Managing and Upkeep of a Listing.

You are solely responsible for keeping your Listing information (including availability and answers to Q&A Exchanges) and content (like photos and videos) up-to-date and accurate at all times.

3.5 Listing Verification Requirements.

3.6 Know Your Legal Obligations.

You are responsible for understanding and complying with any laws, rules, regulations, and contracts with third parties that apply to your Listing or Advertising Posting Opportunities. For example: some states and localities may restrict your ability to advertise on a building or automobile, or may require a permit for certain public displays or promotional events. Check the rules of your target market to learn and understand what rules apply to the Advertising Posting Opportunities you plan to offer. BeastlyAds is under no obligation to provide you with any information regarding legal requirements or any legal advice; accordingly, you should independently confirm your obligations. You are responsible for handling and using personal data of Hosters and others in compliance with applicable privacy laws and these Terms, including our Privacy Policy. If you have questions about how local laws apply you should always seek legal advice.

3.7 Your Responsibilities.

You are responsible and liable for your own acts and omissions and are also responsible for the acts and omissions of anyone you partner with, hire, engage for Advertising Hosting Services or otherwise allow to participate in offering your Advertising Posting Opportunities. You are responsible for obtaining and maintaining any appropriate or necessary insurance with respect to the campaign you will running in accordance with each Listing, and we suggest you carefully review policy terms and conditions including coverage details and exclusions. You are responsible for setting your price and establishing rules and requirements for your Listing. You must describe any and all fees, incentives, and bonuses you offer in your Listing description and may not offer, pay, or distribute any additional fees, incentives, and bonuses outside the BeastlyAds Platform. Do not encourage Hosters to create third-party accounts, submit reviews, provide their contact information, or take other actions outside the BeastlyAds Platform in violation of Section 4.6 (Off-Platform Conduct).

3.8.1 Price.

When a User books a Listing, the “Total Price” you pay is the sum of:

the Listing Price, the Transaction Fee, any applicable fees charged by the Payments Partner, and any applicable Taxes, fees, or charges.

For more information on Fees, see Section 4.5 (Fees) and our Service Fees .

3.8.2 Booking Advertising Hosting Services.

When you book a Listing for Advertising Hosting Services, you may either book immediately by clicking “Book Now” or you may negotiate with the Hoster directly by clicking “Connect/Reserve.”

If you click “Book Now,” you will be immediately directed to the checkout page where you will be able to book the Listing for the Total Price, which will be charged immediately when checkout is complete. Once checkout is complete, a booking confirmation will be sent to your email address, the Listing will be removed, and a copy of the Listing and the details of your order will be included in the “Orders” page of your User Account.

If you click “Connect/Reserve,” you will be immediately directed to the booking page where you will be able to negotiate with the Hoster to further define the terms of the Advertising Hosting Services. At the checkout page, you will be charged only the Transaction Fee of the Listing Price, any applicable fees charged by the Payments Partner, and any applicable Taxes, fees, or charges. Once the “Connect/Reserve” checkout is complete, your contact information will be sent to the Hoster, and their contact information will be sent to you, so you can negotiate the specific terms of the Advertising Hosting Services, the Listing will be “Reserved” pending your negotiations with the Hoster, and a copy of the Listing and the details of the “Connect/Reserve” booking will be included in the “Orders” page of your User Account.

Once you and the Hoster agree to terms, you will be able to finish your booking of their Advertising Hosting Opportunity through the BeastlyAds Platform by clicking “Book Now.” In this case, any supplemental terms you have negotiated should be added to the Listing (or reflected in a Q&A Exchange) and will be incorporated in and become a part of the terms of the Listing if so added, and you will both receive a booking confirmation containing the terms of the Listing. At this time any amounts then due will be paid by the Poster and transmitted in accordance with the terms of our Payments Partner. Whether or not you and the Hoster add the additional terms to the Listing, you and the Hoster will then be solely responsible for completing the terms of the Advertising Contract in accordance with Section 2.7 (Relationship Between You and Poster), below. We strongly encourage you and the Hoster to add all relevant terms to the Listing as BeastlyAds is not a party to the contracts Users make with each other and will not mediate any disputes.

3.8.3 Agreement to Terms of Listing.

By booking a Listing for Advertising Hosting Services offered by a Hoster, you agree to the terms of that Listing, including the answers to any Q&A Exchanges or any other terms and restrictions therein. You agree that you can and will provide any products, services, or support described in the Listing in accordance with the terms thereof.

3.8.4 Confirming Booking an Advertising Posting Opportunity.

When a Hoster books your Listing for an Advertising Posting Opportunity, the Hoster may exchange contact information to negotiate with you by clicking “Connect/Reserve” on the Listing, in which case your contact information will be sent to the Hoster, and their contact information will be sent to you, so you can negotiate the specific terms of the Advertising Posting Opportunity being offered. Once you and the Hoster agree to terms, you will be able to finish booking the Listing through the BeastlyAds Platform by clicking “Book Now,” in which case any supplemental terms you have negotiated will be incorporated in and become a part of the terms of the Listing, you will both receive a booking confirmation containing the terms of the Listing, and, if applicable, you will be charged the Listing Price, in accordance with the terms of our Payments Partner. You and the Hoster will then be solely responsible for completing the terms of the Advertising Contract in accordance with Section 3.9 (Relationship Between You and Hoster), below.

3.8.5 Charges.

Any payments for Listings you book should be processed through the BeastlyAds Platform and our Payments Partner. If you paid for any part of your booking outside the BeastlyAds Platform, it may be fraudulent and should be reported to us at our contact information listed in Section 4.15 (Contact Us). BeastlyAds accepts no responsibility for payments made outside of the BeastlyAds Platform and our Payments Partner. For additional information on restrictions on off-platform payments and conduct, see Section 4.6 (Off- Platform Conduct).

3.9. Relationship Between You and Hoster.

When you post a Listing for Advertising Posting Opportunities you are making an offer to provide those services to a Hoster. Once you book a Listing of another User or another User has booked your Listing, and you receive a booking confirmation through the BeastlyAds Platform, you are entering into a contract directly with the Hoster and are solely responsible for meeting the requirements described in the Listing, under the terms and at the price specified therein, including any representations or warranties made in the Q&A Exchanges, and subject to the requirements of these Terms, including, without limitation, the cancellation policy and any other rules, standards, policies, or requirements identified in the Listing or during checkout (in total, such terms forming the “Advertising Contract”). Any terms or conditions that you include in any supplemental contract with another User must: (i) be consistent with these Terms and the information provided in your Listing, and (ii) be prominently disclosed in your Listing. It is your responsibility to read and understand these terms of the Advertising Contract, including all rules, standards, policies, and requirements prior to booking a Listing. You hereby acknowledge that some Hosters may be individuals or separate legal entities, and as such may delegate to agents or employees to meet the terms of an Advertising Contract. Any disputes or claims of damages resulting from an Advertising Contract are to be resolved solely between you and the other User.

3.10. Your Independence from BeastlyAds.

Your relationship with BeastlyAds is limited to that established under these Terms and is solely that of an independent individual or entity and not an employee, agent, joint venturer, or partner of BeastlyAds. BeastlyAds does not direct or control your Advertising Posting Opportunities or your performance under any Advertising Contract, and you understand that you have complete discretion whether and when to offer Advertising Posting Opportunities, and at what price and on what terms to engage with a Hoster. You agree you will at all times ensure that it is clear to Hosters that any Advertising Posting Opportunities offered are made to them by you as Poster and not by BeastlyAds.

3.11. Relationship Between You and BeastlyAds.

3.12. Your Assumption of Risk.

You acknowledge and agree that you assume the entire risk arising out of your access to and use of the BeastlyAds Platform, offering Advertising Posting Opportunities, receiving Advertising Hosting Services, or any interaction you have with other Users whether in person or online. You agree that you have had the opportunity to investigate the BeastlyAds Platform and any laws, rules, regulations, or obligations that may be applicable to the Advertising Hosting Services you may book or the Advertising Posting Opportunities you may offer, and that you are not relying upon any statement of law made by BeastlyAds.

3.13. Performance Guarantees.

You acknowledge and agree that BeastlyAds makes no guarantee as to the performance of any Hoster or any Advertising Contract. We cannot in any way endorse or confirm that the Advertising Hosting Services offered by Hosters on the BeastlyAds Platform are able to meet your requirements, and it will be your sole responsibility to engage with the Hosters and carefully review their Listings to establish whether they can meet your requirements prior to you entering into an Advertising Contract.

3.14. Reviews.

Upon the completion or termination of an Advertising Contract, the Hoster will have the opportunity to post a public review of you and your performance under that Advertising Contract for Advertising Hosting Services or Advertising Posting Opportunity, as applicable, and you will have the opportunity to post a public review of the Hoster and their conduct under that Advertising Contract for Advertising Hosting Services or Advertising Posting Opportunity, as applicable (a “Review”). Reviews will be posted publicly and will be viewable on a receiving User’s profile. Your Review must be accurate and reflect your experience with the Hoster’s conduct relating to and performance with the terms of the Advertising Contract. Your Review may not contain any discriminatory, offensive, defamatory, or other language that violates these Terms or applicable law and are subject to our Content Policy contained in Section 4.8 (Content Policy) below and must comply with our Platform Rules contained in Section 4.9 (Platform Rules/Code of Conduct). Any Reviews are solely the opinions of Users and BeastlyAds shall not be liable to you for the content of any Review. Reviews will not be verified by BeastlyAds for accuracy and may be incorrect or misleading. If you believe that a Review violates our Content Policy or Platform Rules, you may report it to us at conductreporting@beastlyads.com, in which case we will inspect the Review for violations and may remove it at our sole discretion. BeastlyAds reserves the right (but is under no obligation) to remove Reviews for any or no reason, in its sole discretion. You shall not submit Reviews for your own Advertising Posting Opportunities, Listings, or Users, nor report any reviews by other Users other than in good faith.

4. General Terms

4.1. User Accounts.

You must register an account to access and use many features of the BeastlyAds Platform (“User Account”), including posting Listings and booking Advertising Hosting Services or Advertising Posting Opportunities.

4.1.1. Registration.

In establishing your User Account, and as permitted by applicable law, we may, but have no obligation to: (i) ask you to provide identification, business registration, taxation, or other information, (ii) undertake checks designed to help verify your identity or background, (iii) screen you against third-party databases or other sources and request reports from service providers, and (iv) obtain reports from public records of criminal convictions or sex offender registrations or their local equivalents. In addition, when registering for a User Account:

4.1.1.1.

Hosters must register with our Payments Partner (defined in Section 4.3 (Role of Our Payments Partner) below) and link their User Account to their account with our Payments Partner—this account will enable you to receive payments for booked Listings; and

4.1.1.2.

Posters must input a valid credit card or other payment method—you won’t be charged when registering for a User Account, but it will be kept on file with our Payments Partner to process payments when you book a Listing or to pay a Hoster when they accept your Advertising Posting Opportunity.

4.1.2. Registration Refusal and Termination.

BeastlyAds reserves the right to refuse to establish a User Account for any person for any or no reason. BeastlyAds reserves the right to suspend or terminate your User Account if it has reason to believe you have violated or are violating any of these Terms, applicable law, or are otherwise not a person or entity we want to have on the BeastlyAds platform for any reason (or no reason at all) in our sole discretion. You agree not to attempt to re-register for a User Account on the BeastlyAds Platform if you or your User Account has previously been banned from the BeastlyAds Platform.

4.1.3. User Account Access.

BeastlyAds may access your User Account in order to respond to your requests for technical support or to verify compliance with these Terms or your obligations to BeastlyAds, to comply with applicable law, or to maintain and improve its own systems.

4.1.4. User Representations and Warranties.

By registering as a User and opening a User Account with BeastlyAds you represent and warrant:

4.1.4.1.

If you are or represent a business, partnership, or other legal entity, that you have the legal authority to agree to these Terms, and that your business, partnership, or legal entity you are or represent is in compliance with any licensing, registration, or other legal requirements;

4.1.4.2.

If you are a natural person, that you are 18 years or older and are doing business under your own name;

4.1.4.3.

You are not a person or entity barred from using the BeastlyAds Platform or other marketplaces or services involving transactions or money transmission under the laws of the United States, your place of residence, or any other applicable jurisdiction;

4.1.4.4.

You have provided accurate, current, and complete information during registration; and

4.1.4.5.

If you make a Listing, you have the legal right to offer the Space (however characterized) or Product (however characterized) you are posting upon the terms upon which it is listed.

4.1.5. User Covenants.

By registering as a User with BeastlyAds, you agree you shall:

4.1.5.1.

maintain any required business licenses, tax registrations, if applicable;

4.1.5.2.

provide, in a timely manner, such information as we may reasonably require, and ensure that it is accurate and complete in all material respects;

4.1.5.3.

keep your User Account information up-to-date;

4.1.5.4.

not transfer your User Account to someone else;

4.1.5.5.

maintain the confidentiality and security of your User Account credentials, not disclose your credentials to any third party, and immediately notify BeastlyAds if you suspect that your credentials have been lost, stolen, or your User Account is otherwise compromised; and

4.1.5.6.

continue to be able to make, at all such times as you are a User of the BeastlyAds Platform, the representations and warranties set forth in these Terms.

4.2. BeastlyAds Role.

We offer you the right to use the BeastlyAds Platform that enables the connection of Hosters and Posers and lets Users publish, offer, search for, and book Advertising Hosting Services. Your relationship with BeastlyAds is limited to that established under these Terms, and Users have no ability to bind or otherwise act on behalf of BeastlyAds. Hosters are independent individuals or entities, are independent contractors of Posters, and are not an employee, agent, joint venturer, or partner of BeastlyAds. BeastlyAds operates solely as an online marketplace to connect Hosters and Posters. BeastlyAds does not perform Advertising Hosting Services itself and does not employ or engage individuals or entities to perform Advertising Hosting Services. BeastlyAds does not and cannot control the conduct of Hosters and Posters. You acknowledge that BeastlyAds has the right, but does not have any obligation, to monitor the use of the BeastlyAds Platform, review, edit, or remove any content on the BeastlyAds Platform, and verify information provided by our Users.

4.3. Role of our Payments Partner.

All payments on the BeastlyAds Platform are processed by Stripe (our “Payments Partner”) and may be subject to both the rules of our Payments Partner and the financial institutions affiliated with the payment method used by a User. All Hosters on the BeastlyAds Platform must register for an account with our Payments Partner prior to posting a Listing, in accordance with Section 4.1 (User Accounts). You are solely responsible for complying with all rules and conditions imposed by our Payments Partner and you acknowledge that BeastlyAds does not and cannot control the actions of our Payments Partner, and has no responsibility or liability for either the actions of our Payments Partner or any financial institution affiliated with your payment method. For additional information about our Payments Partner and their rules, see their website at https://www.stripe.com.

4.4. Search Results, Rankings, and Featured Listings.

4.4.1. Factors.

The ranking of Listings in search results on the BeastlyAds Platform depends on a variety of factors, the weighting, importance, and existence of which may be updated by BeastlyAds at any time, in our sole discretion. Some factors and parameters include: (i) search parameters and filters; (ii) listing characteristics (e.g., price, calendar availability, location, number and quality of sample media, Reviews, type of Advertising Hosting Services or Advertising Posting Opportunities, and popularity); (iii) user experience (e.g., customer service and cancellation history of the Hoster, Poster, Reviews, ease of booking); (iv) User preferences and history (e.g., previous Advertising Contracts, viewed and saved Listings); (v) the presence or number of Listings that have opted to be “Featured Listings” in accordance with Section 4.4.2 (Featured Listings); or (vi) such additional parameters as may be determined by BeastlyAds in the future. Search results may be different on our mobile application than on our website, or when viewed from different devices, and may also differ in the map view. For additional guidance on how to improve the chances your Listings get in front of the right Posters, check our Guide to Listings.

4.4.2. Featured Listings.

BeastlyAds allows Users to promote their Listings in search or elsewhere on the BeastlyAds Platform by paying the “Featured Fee” and opting in to being a “Featured Listing”when posting their Listing. A Featured Listing may be prioritized in search results, depending on the factors discussed in Section 4.4.1 , the presence and number of other Featured Listings, the search parameters of a given User, or other factors. You may select to have a Listing be a Featured Listing for 7, 15, or 30 days, for the corresponding Featured Fee. The Featured Fee is charged immediately upon posting your Featured Listing. If your Featured Listing is booked or you remove your listing before the expiration of the 7-, 15-, or 30-day time period has expired, you will still be charged for the full time period of the Featured Listing, and BeastlyAds will not owe you any refund, pro rata or otherwise, for any unused time.

4.5. Fees.

We charge certain fees to Users for the use of services on the BeastlyAds Platform. More information about when fees apply and how they are calculated can be found on our Service Fees Disclosure. Any applicable Fees are disclosed to Users before booking a Listing, and are in addition to any fees, charges or Taxes collected by our Payments Partner. Except as otherwise provided in these Terms, fees are non-refundable. We reserve the right to change the fees charged at any time and will provide Users notice of any fee changes before they become effective. Fee changes will not affect bookings made prior to the effective date of the fee change. If you disagree with a fee change you may terminate at any time pursuant to Section 4.12.1 .

4.5.1.

The fees we charge include the following:

Transaction Fee

Featured Fees

Termination Fee

(each a “Fee” and collectively, the “Fees”).

The specific amounts of each of the Fees charged can be found on our Service Fees Disclosure.

4.5.2.

When a User books a Listing, at checkout the Payments Partner will add the appropriate“Transaction Fee” (specified in Section 4.5.1 , above) to the Listing Price, in addition to any fees they charge for their services, and, if applicable, certain taxes, to equal the “Total Price.”

4.5.3.

When posting a Listing for either Advertising Hosting Services or an Advertising Posting Opportunity, you may select to have your Listing “Featured” for the “Featured Fee”specified in Section 4.5.1 , above.

4.5.4. Bespoke Fees.

If you are offering a unique Listing, such as an Advertising Posting Opportunity for a charitable organization, or represent a special event, individual, or organization, and would like to discuss reduced or special fees for your Product or Space, reach out to concierge@beastlyads.com to discuss with us!

4.5.5.

If your payment method fails or your account is past due, we may place restrictions on your User Account, and late fees may apply or may be charged by the Payments Partner. BeastlyAds, our Payments Partner, or the collection agencies we retain, may also report information about your account to credit bureaus, and as a result, late payments, missed payments, or other defaults on your account may be reflected in your credit report. If you wish to dispute the information BeastlyAds reported to a credit bureau (i.e., Experian, Equifax, or TransUnion) please contact us at our contact information contained in Section 4.15 (Contact Us). If you wish to dispute the information a collection agency reported to a credit bureau regarding your User Account, you must contact the collection agency directly.

4.7. Auction Terms.

When a Hoster selects “Auction” as the pricing mechanism for a Listing, they are listing their Advertising Services for sale in an auction in which the Hoster chooses a Starting Price and interested Posters place bids. A “Bid” by a Poster is considered a binding offer to enter into an Advertising Contract for that Listing with the Hoster at that price. When the Auction ends, the Hoster automatically enters into an Advertising Contract with the highest bidding Poster (assuming all conditions have substantially been met), and the Poster is automatically charged the amount of their Bid, plus any fees and charges amounting to the Total Price, in accordance with Sections 2.7.1 and 3.8.1 . In an Auction, the Hoster may set: (i) the minimum price at which Posters start placing bids (the “Starting Price”); (ii) the minimum bid price a Poster must place on an Auction, below which a Hoster will not agree and has no obligation to enter into an Advertising Contract (the “Reserve Price”); (iii) the price at which a Hoster will immediately accept a bid, closing the Auction and entering an Advertising Contract with the Poster (the “Buy It Now Price”); (iv) the time the Auction will run before it ends (the “Run Time”); and (v) whether to automatically repost the Listing if the Reserve Price is not met (“Automatic Relisting”).

4.8. Content Policy.

The BeastlyAds Platform enables you to provide feedback, text, photos, audio, video, information, and other content (“Content”). By providing Content, in signing up for a User Account, completing a Review, posting a Listing, or in whatever other form and through whatever means, you grant BeastlyAds a non-exclusive, worldwide, royalty-free, perpetual, sub- licensable and transferable license to access, use, store, copy, modify, prepare derivative works of, distribute, publish, transmit, stream, broadcast, and otherwise exploit, in any manner such that Content to provide and/or promote the BeastlyAds Platform, in any media or platform, known or unknown to date and in particular on Internet and social networks. If Content includes personal information, we will not use such personal information in any distribution or publication if we become aware of such or, at our sole discretion, will only use or allow such personal information if such use or allowance complies with our Privacy Policy. You are solely responsible for all Content that you provide and warrant that you either own it or are authorized to grant BeastlyAds the rights described in these Terms. You are responsible and liable if any of your Content violates or infringes the intellectual property or privacy rights of any third party. Content must comply with our Platform Rules contained in Section 4.9 (Platform Rules/Code of Conduct), which may prohibit, among other things, profane, discriminatory, obscene, harassing, deceptive, violent, and illegal content, or contain other things we don’t want on the BeastlyAds platform, at our sole discretion.

4.9. Platform Rules/Code of Conduct.

You must follow these rules and must not help or induce others to break or circumvent these rules, which shall, in total, constitute the “Platform Rules”:

4.9.1. Listings and Advertising Contracts:

(i) Listings must be accurate and nondeceptive in all respects; (ii) Listings must represent offerings for Advertising Posting Opportunities or Advertising Hosting Services that, if performed, are in compliance with all applicable law; (iii) Products promoted and Spaces rented on the BeastlyAds platform and activities performed in fulfilling Advertising Hosting Services and Advertising Posting Opportunities must not violate our Prohibited Spaces and Products Policy; (iii) Advertising Hosting Services must be performed legally and safely; (v) Listings, Reviews, Content, and any other postings must not contain any profane, discriminatory, obscene, harassing, deceptive, violent, and illegal content, or contain other things we don’t want on the BeastlyAds platform, at our sole discretion; (x) Users must not engage in any practices that are intended to manipulate our search algorithm; and (x) Users must not request, make, or accept a booking or any payment outside of the BeastlyAds Platform to avoid paying fees, taxes or for any other reason, as detailed in Section 4.6 (Off-Platform Conduct).

4.9.2. Communications and Interactions with Users:

you agree that (i) all communications and interactions must be polite and respectful, and as such be free of profanity, obscenity, and harassment, whether between Users or with BeastlyAds personnel; (ii) you may only use another User’s contact information as necessary to facilitate the booking or provision of Advertising Hosting Services as described in these Terms;

4.9.3. Content:

You agree that: (i) You may use Content made available through the BeastlyAds Platform solely as necessary to enable your use of the BeastlyAds Platform as a Hoster or Poster; (ii) you may not use Content unless you have permission from the Content owner or the use is authorized by us in these Terms or another agreement you have with us; (iii) You will not use, copy, display, mirror or frame the BeastlyAds Platform, any Content, branding, page layout, or design without our consent.

4.9.4. Interactions with and Use of the BeastlyAds Platform:

You agree not to (i) scrape, hack, reverse engineer, compromise or impair the BeastlyAds Platform; (ii) use bots, crawlers, scrapers, or other automated means to access or collect data or other content from or otherwise similarly interact with the BeastlyAds Platform; (iii) hack, avoid, remove, impair, or otherwise attempt to circumvent any security or technological measure used to protect the BeastlyAds Platform or Content; (iv) decipher, decompile, disassemble, or reverse engineer any of the software or hardware used to provide the BeastlyAds Platform; (v) take any action that could damage or adversely affect the performance or proper functioning of the BeastlyAds Platform.

4.9.5. User Legal Obligations:

You agree you shall (i) understand and follow the laws that apply to you, including privacy, data protection, and export laws; (ii) not use the name, logo, branding, or trademarks of BeastlyAds or others, including other Users, without permission; and (iii) if you provide us with someone else’s personal information, you will do so only in compliance with applicable law, have been authorized to do so, and thereby authorize us to process that information under our Privacy Policy.

4.9.6. Reporting Violations.

If you believe that a User, Listing, or Content has violated our Platform Rules, you should report your concerns to BeastlyAds. Except as required by law, we are not obligated to take action in response to any report.

4.9.7. Violation Consequences.

BeastlyAds reserves the right to remove any Content we, in our sole discretion, believe violates the Platform Rules. In the event of repeated or severe violations of these Platform Rules, we may suspend or permanently deactivate a User Account.

4.10. Booking Modifications, Cancellations, and Disputes.

4.10.1. Modifications.

Hosters and Posters are responsible for any Booking Modifications they agree to make via the BeastlyAds Platform ("Booking Modifications"), and agree to pay any additional amounts, fees or taxes associated with a Booking Modification.

4.10.2. Premature Terminations and Cancellations.

As a User, you should not cancel or terminate your offering or provision of Advertising Hosting Services or Advertising Posting Opportunities prior to their agreed expiration as described in the Listing and as memorialized in the Advertising Contract (a “Premature Termination”), unless cancelled pursuant to the terms of the Listing or due to applicable law. If the Advertising Contract is Prematurely Terminated, BeastlyAds may charge the User that Prematurely Terminates the Advertising Contract with the “Termination Fee,” and may impose other consequences, including: restricting such Premature Terminating User’s use of the BeastlyAds Platform, posting reviews from BeastlyAds in respect of such User’s Premature Termination and other behavior, and by charging costs we incur as a result of the Premature Termination. If for any reason costs incurred by BeastlyAds exceeds your payout, BeastlyAds may seek to recover that amount from you, including by deducting the refund against your future payouts. You agree that these Terms preempt any cancellation terms you otherwise set in a Listing and memorialize in an Advertising Contract to allow for a Premature Termination and/or the issuance of refunds to Posters. If another User Prematurely Cancels an Advertising Contract they have with you, you should contact our Payments Partner or your payment method immediately to dispute the charge and seek a refund, and you should contact BeastlyAds so that we may take such action as is necessary under these Terms (for additional details see Section 4.10.3 (User Disputes) below). BeastlyAds is not responsible for the assessment, management, or distribution of any refunds due to Users, including those caused by Premature Terminations. See Section 4.2 (BeastlyAds Role) above.

4.10.3. User Disputes.

In the event of a dispute between you and another User regarding the conduct or completion of an Advertising Contract, including a dispute related to a Premature Termination (a “User Dispute”), you must immediately notify BeastlyAds of such User Dispute. When BeastlyAds receives notice of the User Dispute, it will do any one or more of the following (in BeastlyAds sole discretion): (i) treat such User Dispute as a Premature Termination; (ii) charge both users a Termination Fee; (iii) act to remove related and affected Listings; and (iv) depending on the nature of the User Dispute and related conduct, suspend or terminate its relationships with the Users. You agree that such User Disputes will be handled separately between the Users, and, if necessary, be handled through our Payments Partner in accordance with Section 4.11 (Refund Policy). BeastlyAds will have no role in the resolution of such User Dispute. As further described in Section 4.18.3 (Damages and Relationships Between Users), any claims of damages as a result of an Advertising Contract are to be resolved between Users. See also Section 4.2 (BeastlyAds Role) above.

4.11. Refund Policy.

All refunds and chargebacks are handled solely and exclusively through our Payments Partner or through the financial institution of your chosen payment method. If you have a User Dispute, you must comply with the terms of Section 4.10.3 above. BeastlyAds will not issue any refunds or chargebacks related to any Advertising Contract or service on the BeastlyAds Platform. For additional information on the refund and chargeback policy of our Payments Partner, please refer to their website http://www.stripe.com.

4.12. Termination.

4.12.1. Terminating Your Contract with BeastlyAds.

You can always end your contract with us, and you can do this by ceasing to use the BeastlyAds Platform. You will not receive any refund from BeastlyAds under any circumstances. If you have opened a User Account, you will need to delete your User Account using the link included in your profile.

4.12.2. BeastlyAds Terminating Its Contract with You.

Without affecting any other right or remedy available to us, BeastlyAds may suspend or terminate your User Account and revoke your access to the BeastlyAds Platform with immediate effect, by giving you notice if:

4.12.2.1.

you breach any of these Terms, including but not limited to failing to pay Fees when due, violating the Conduct Policy, or Platform Rules;

4.12.2.2.

we have reason to believe that you have provided false or misleading information to us;

4.12.2.3.

you receive a sufficient number or severity of complaints and/or bad Reviews regarding your performance under Advertising Contracts, and/or dealings with customers more generally;

4.12.2.4.

in our absolute discretion, we consider your registration as a User on the BeastlyAds Platform to be detrimental or potentially detrimental to the reputation of BeastlyAds;

4.12.2.5.

we decide that doing so is in the interest of BeastlyAds, in our sole discretion;

4.12.2.8.

we are required to by law, legal process, or law enforcement.

4.12.3. Survival of Advertising Contracts.

As BeastlyAds is not a party to any Advertising Contract, the termination of our relationship with you under these Terms does not terminate or otherwise impact any Advertising Contract you may have with another User (but BeastlyAds has not part of the same).

4.13. Updated Terms.

Except with respect to the Fees, as described in Section 4.5 (Fees), BeastlyAds may modify these Terms at any time. When we make material changes to these Terms, we will post the revised Terms on the BeastlyAds Platform and update the “Last Updated” date at the top of these Terms, at which time they shall be considered immediately “effective.” We will also provide you with notice of any material changes by email, notifications through the BeastlyAds Platform, messaging service, email, or any other contact method made available by us and selected by you. If you disagree with the revised Terms, you may terminate this agreement immediately as provided in these Terms. If you do not terminate, your continued access to or use of the BeastlyAds Platform will constitute acceptance of the revised Terms.

4.14. Contact Us.

For inquiries or notices related to these Terms, you may contact us at the following email address: info@beastlyads.com We recommend that you “whitelist” or otherwise add our email address or “@beastlyads.com” domain to a list of approved senders in your email service so that BeastlyAds emails are delivered directly to your inbox and not marked as spam. For outreach about specific matters, such as violations of our Content Policy or our Platform Rules, please see our Contact Us page.

4.15. Dispute Resolution Process.

As part of its commitment to creating a vibrant, friendly community, BeastlyAds seeks to create a fair and simple dispute resolution process. To that end, by agreeing to these Terms you and BeastlyAds agree that any dispute, claim or controversy arising out of or relating to these Terms or the applicability, breach, termination, validity, enforcement or interpretation thereof, or any use of the BeastlyAds Platform or any Content (collectively, “Disputes”) will be settled in accordance with the terms of this Section.

4.15.1. Jury Trial Waiver.

You and BeastlyAds acknowledge and agree to waive the right to a trial by jury as to all arbitrable Disputes.

4.15.2. Mandatory Pre-Arbitration Dispute Resolution and Notification.

At least 90 days prior to initiating an arbitration, you and BeastlyAds each agree to send the other party an individualized notice of the Dispute in writing (“Pre-Dispute Notice") and attempt in good faith to negotiate an informal resolution of the individual Dispute. You must send your Pre- Dispute Notice to BeastlyAds at disputenotice@beastlyads.com. BeastlyAds will send its Pre-Dispute Notice to the email address associated with your User Account. A Pre-Dispute Notice must include: (i) a brief description of the Dispute; and (ii) the relief sought. If we are unable to resolve the dispute within the 30-day period, only then may either you or BeastlyAds commence arbitration by filing a written demand for arbitration with the arbitration provider designated pursuant to Section 4.16.5 (Arbitration Forum Rules and Governing Law) below. A claimant’s Pre-Dispute Notice requirement is a prerequisite to any arbitration, and a copy of the Pre-Dispute Notice and evidence that it was sent as required by this Section must be attached to any arbitration demand.

4.15.3. Agreement to Arbitrate.

If a Dispute is unable to be resolved by addressing the Pre-Dispute Notice by the process described in Section 4.16.2 , above, you and BeastlyAds agree to resolve disputes by binding arbitration on an individual basis (the “Arbitration Agreement”). If there is a dispute about whether this Arbitration Agreement can be enforced or applies to a Dispute, including a Dispute over compliance with the Pre-Dispute Notice requirement, you and BeastlyAds agree that an arbitrator will decide that issue.

4.15.4. Exceptions to Arbitration Agreement.

You and BeastlyAds each agree that the following causes of action and/or claims for relief are exceptions to the Arbitration Agreement and will be brought in a judicial proceeding in a court of competent jurisdiction (as defined by Section 4.19 (Governing Law & Venue)): (i) any claim or cause of action alleging actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights; (ii) any claim or cause of action seeking emergency injunctive relief based on exigent circumstances (e.g., imminent danger or commission of a crime, hacking, cyber-attack); (iii) a request for the remedy of public injunctive relief; or (iv) any claim or cause of action for vexatious litigation. You and BeastlyAds agree that any request for the remedy of public injunctive relief will proceed after the arbitration of all arbitrable claims, remedies, or causes of action, and will be stayed pending the outcome of the arbitration pursuant to section 3 of the Federal Arbitration Act.

4.15.5. Arbitration Forum Rules and Governing Law.

This Arbitration Agreement evidences a transaction in interstate commerce and the Federal Arbitration Act governs all substantive and procedural interpretation and enforcement of this Arbitration Agreement, and not state law. The arbitration will be administered by ADR Services, Inc. (“ADR”) (www.adrservices.com) in accordance with Rules 1, 6–7, 8–9, and 11–12, 45, 54, and 56 of the Federal Rules of Civil Procedure (“Selected Federal Rules") (https://www.uscourts.gov/rules-policies/current-rules-practice-procedure/federal-rules-civil- procedure) and ADR’s Arbitration Rules then in effect (the “ADR Rules”), except as the Selected Federal Rules or ADR Rules are modified by or conflict with this Arbitration Agreement. The ADR Rules are available at www.adrservices.com. If an arbitration demand is submitted to ADR Services in accordance with this agreement and the ADR Rules, and ADR Services cannot or will not administer the arbitration, the arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Selected Federal Rules and the AAA’s Consumer Arbitration Rules and/or other AAA arbitration rules determined to be applicable by the AAA (the “AAA Rules”) then in effect, except as modified here. The AAA Rules are available at www.adr.org. If the AAA cannot and will not administer the arbitration, you and BeastlyAds shall confer and select an alternative arbitral forum, and if we are unable to agree, either you or BeastlyAds may ask a court to appoint an arbitrator pursuant to 9 U.S.C. § 5. In that event, the arbitration will be conducted in accordance with the rules of the appointed arbitral forum, unless those rules are inconsistent with the provisions of this Arbitration Agreement.

4.15.6. Modification of Arbitration Rules - Arbitration Hearing/Location.

In order to make the arbitration most cost-effective, efficient, and convenient, any required arbitration hearing in an arbitration wherein the amount in controversy does not exceed $1,000,000 shall be conducted remotely via video conference except as otherwise agreed by the parties or instructed by the arbitrator. Any required arbitration hearing in an arbitration wherein the amount in controversy exceeds $1,000,000 shall be conducted in White Plains, New York except as otherwise agreed by the parties or instructed by the arbitrator. If the amount in controversy is $10,000 or less, the parties agree to proceed solely on the submission of documents to the arbitrator.

4.15.7. Arbitrator’s Decision.

The arbitrator will issue a written decision which shall include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court with proper jurisdiction. The arbitrator may award any relief allowed by law or the ADR Rules, but declaratory or injunctive relief may be awarded only on an individual basis and only to the extent necessary to provide relief warranted by the claimant’s individual claim.

4.15.8. No Class Actions or Representative Proceedings.

You and BeastlyAds acknowledge and agree that, to the fullest extent permitted by law, we are each waiving the right to participate as a plaintiff or class member in any purported class action lawsuit, class-wide arbitration, private attorney general action, or any other representative or consolidated proceeding. Unless we agree in writing or as provided in this Arbitration Agreement, the arbitrator may not consolidate more than one party’s claims and may not otherwise preside over any form of any class or representative proceeding. If there is a final judicial determination that applicable law precludes enforcement of the waiver contained in this paragraph as to any claim, cause of action or requested remedy, then that claim, cause of action or requested remedy, and only that claim, cause of action or requested remedy, will be severed from this Arbitration Agreement to arbitrate and will be brought in a court of competent jurisdiction. In the event that a claim, cause of action or requested remedy is severed pursuant to this paragraph, then you and we agree that the claims, causes of action or requested remedies that are not subject to arbitration will be stayed until all arbitrable claims, causes of action and requested remedies are resolved by the arbitrator.

4.15.9. Mass Action Waiver.

You and BeastlyAds acknowledge and agree that the relative benefits and efficiencies of arbitration may be lost when 100 or more arbitration claims are filed within 180 days which (1) involve the same or similarly situated parties; (2) are based on the same or similar claims which arise from the same or substantially identical transactions, incidents, alleged violations or events requiring the determination of the same or substantially identical questions of law or fact; and (3) involve the same or coordinated counsel for the parties (“Mass Action”). Accordingly, you and BeastlyAds agree to waive the right to have any Dispute administered, arbitrated, or resolved as part of a Mass Action (though Sections 4.16.8 (No Class Action or Representative Proceedings) and 4.19 (Governing Law & Venue) of these Terms will continue to apply to the Dispute). In case of a dispute, the appointed arbitrator for the first matter instituted within a set of claims identified by either party shall decide whether those claims are part of a Mass Action. If no arbitrator has yet been appointed, an arbitrator shall be appointed solely to determine whether claims identified by either party are part of a Mass Action. Nothing in this provision prevents you or BeastlyAds from participating in a mass settlement of claims.

4.15.10. Modification of Arbitration Rules – Mass Action Batching Requirements.

If for any reason, notwithstanding Section 4.16.9 (Mass Action Waiver), an arbitration proceeds as part of a Mass Action, the parties shall group the arbitration demands into batches of no more than 200. The batches shall be determined by listing the claimants’ alphabetically (by last name or business name, as applicable)—for example, the first 200 claimants listed will be the first batch, the next 200 claimants listed will be the second batch, and so forth. The parties shall randomly assign each batch a sequential number and arbitrate the batches one at a time, in sequential order. While one batch is being arbitrated, the arbitration provider shall hold the remainder in abeyance unless otherwise agreed by the parties or instructed by the arbitration provider. Notwithstanding the forgoing, if any claimant’s demand has not been the subject of a pre-hearing conference within 2 years of the latest-filed demand in the Mass Action, such claimant may elect to pursue the claims asserted in the claimant’s demand in court subject to Sections 4.16.8 (No Class Action or Representative Proceedings) and 4.19 (Governing Law & Venue) of these Terms.

4.15.11. Amendment to Agreement to Arbitrate.

Updates to this Section are subject to the same rules as these Terms, contained in Section 4.14 (Updated Terms), and as such, any changes to this Arbitration Agreement are effective immediately. This Arbitration Agreement supersedes all prior versions.

4.15.12. Severability and Survival.

In the event that any portion of this Arbitration Agreement is deemed illegal or unenforceable, such provision will be severed and the remainder of the Arbitration Agreement will be given full force and effect. This Section will survive any termination of these Terms and will continue to apply even if you stop using the BeastlyAds Platform or terminate your User Account.

4.16. Indemnification.

You hereby agree to indemnify BeastlyAds in full against all losses (including all direct, indirect and consequential losses), liabilities, costs, damages and expenses, including attorneys’ fees, that we do or will incur or suffer as a result of:

4.16.1

the services provided by BeastlyAds through the BeastlyAds Platform and conducted under these Terms;

4.16.2

defending or settling any actions, claims or proceedings brought or threatened against BeastlyAds by any person (including, without limitation, other Users), in each case arising out of or in connection with: (i) your breach of your obligations set out in these Terms; (ii) your breach of the terms of an Advertising Contract; (iii) your conduct related to communications with another User; or (iv) claims that content provided by you to BeastlyAds (including any content uploaded by you to the BeastlyAds Platform) infringes the intellectual property rights of any third party; and

4.16.3

defending or arbitrating any actions, claims, or proceedings brought or threatened by you against BeastlyAds, in the event those actions, claims, or proceedings are unsuccessful in arbitration or court of law.

4.17. Limitation on Liability.

Subject to Section 4.18.2 below, BeastlyAds's maximum aggregate liability under these Terms will be limited to the value of all Fees collected from a User in the preceding six-month period. Further:

4.17.1.

Subject to Section 4.18.2 below, BeastlyAds will have no liability to you for any:

4.17.1.1

loss of profit, loss of sales or business (in each case whether direct, indirect or consequential);

4.17.1.2

loss of or damage to goodwill, loss of reputation or loss of opportunity (in each case whether direct, indirect or consequential);

4.17.1.3

any liability you may owe to any third party, including, but not limited to, a User (in each case whether direct, indirect or consequential);

4.17.1.4

loss of use or value of any data or software (in each case whether direct, indirect or consequential);

4.17.2. Exceptions.

Nothing in these Terms will operate to exclude or restrict any liability of either you or us:

4.17.2.1.

that cannot be excluded or restricted in these Terms in respect of death or personal injury resulting from negligence;

4.17.2.2.

for its fraud or fraudulent misrepresentation or fraud or fraudulent misrepresentation by a person for whom it is vicariously liable; or

4.17.2.3.

for any matter for which it is not permitted by law to exclude or limit, or to attempt to exclude or limit, its liability.

4.17.3. Damages and Relationships Between Users.

4.17.3.1.

As provided for in Sections 2.7 (Relationship Between You and Poster) and 3.9 (Relationship Between You and Hoster), you acknowledge that you remain contractually liable to other Users under an Advertising Contract for the provision of the Advertising Hosting Services or offering of Advertising Posting Opportunities, including following the Termination of your relationship with BeastlyAds, but you acknowledge that BeastlyAds may suffer reputational damage if you do not perform your contractual obligations under Advertising Contracts properly.

4.17.3.2.

You acknowledge you are solely responsible and liable for activities conducted through your User Account, including activity which results from your User Account being compromised.

4.17.3.3.

You hereby release BeastlyAds from claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with any dispute you have with a User or other third party that existed as of the time you entered into these Terms. This release will not apply to a claim that BeastlyAds failed to meet our obligations under these Terms.

4.17.3.4.

You hereby agree to exculpate, subject solely to the exceptions in Section 4.18.2 above as determined by a final judgement of a court of competent jurisdiction upon exhaustion of all appeals related thereto, BeastlyAds and its affiliates, officers and equityholders, and their respective affiliates, from any claims in contract or tort related to your use of the BeastlyAds Platform and agree not to sue or pursue judgment against BeastlyAds related to your use of the BeastlyAds Platform.

4.17.4.

For the avoidance of doubt, and in accordance with Sections 2.7 (Relationship Between You and Poster) and 3.9 (Relationship Between You and Hoster), any disputes or claims of damages resulting from an Advertising Contract are to be resolved solely between Users.

4.18. Governing Law & Venue

These Terms will be interpreted in accordance with the laws of the State of New York and the United States of America, without regard to conflict-of-law provisions. Judicial proceedings (other than small claims actions) that are excluded from the Arbitration Agreement in Section 4.16 (Dispute Resolution Process) must be brought in state or federal court in White Plains, New York, unless we both agree to some other location. You and we both consent to venue and personal jurisdiction in White Plains, New York.

5.1. Other Terms Incorporated by Reference.

Other supplemental policies and terms linked to in these Terms are incorporated by reference into these Terms, and form part of your agreement with BeastlyAds.

5.2. Interpreting these Terms.

5.2.1. Whole Agreement.

Except as they may be supplemented by additional terms, conditions, policies, guidelines, standards, and in-product disclosures, these Terms (including those items incorporated by reference herein) constitute the entire agreement between BeastlyAds and you pertaining to your access to or use of the BeastlyAds Platform and supersede any and all prior oral or written understandings or agreements between BeastlyAds and you.

5.2.2. No Third-Party Rights or Remedies.

These Terms do not and are not intended to confer any rights or remedies upon anyone other than you and BeastlyAds.

5.2.3. Severability.

If any provision of these Terms is held to be invalid or unenforceable, except as otherwise indicated herein, such provision will be struck and will not affect the validity and enforceability of the remaining provisions.

5.2.4. Headings.

All headings are for ease of reference only and will not affect the construction or interpretation of these Terms.

5.2.5. Legal Persons.

References to a “person” or “persons” include any individual, body corporate, association, partnership, firm, trust, organization, joint venture, government, local or municipal authority, governmental or supra-governmental agency or department, state or agency of state or any other entity (in each case whether or not having separate legal personality).

5.3. No Waiver.

BeastlyAds failure to enforce any right or provision in these Terms will not constitute a waiver of such right or provision unless acknowledged and agreed to by us in writing, and except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise permitted under law.

5.4. Assignment.

You may not assign, transfer or delegate these Terms or your rights and obligations hereunder without BeastlyAds prior written consent. BeastlyAds may, without restriction, assign, transfer or delegate these Terms and any rights and obligations hereunder, at its sole discretion, with 30 days’ prior notice.

5.5. Notice.

Unless specified otherwise, BeastlyAds shall provide any notices or other communications to Users permitted or required under these Terms electronically by email or via the BeastlyAds Platform. Such notices or communications sent electronically shall be considered “in writing,” and any communications in these Terms required to be “in writing” shall be interpreted to include the forms of electronic communication included herein.

5.6. Third-Party Services.

The BeastlyAds Platform may contain links to third-party websites, applications, services or resources, including our Payments Partner, (“Third-Party Services”) that are subject to different terms and privacy practices. BeastlyAds is not responsible or liable for any aspect of such Third-Party Services and links to such Third-Party Services are not an endorsement.

5.7. Google Terms.

Some areas of the BeastlyAds Platform implement Google Maps/Earth mapping services, including Google Maps API(s). Your use of Google Maps/Earth is subject to the Google Maps/Google Earth Additional Terms of Service.

5.8. Apple Terms.

If you access or download our application from the Apple App Store, you agree to Apple’s Licensed Application End User License Agreement.

5.9. Intellectual Property of the BeastlyAds Platform.

Content made available through or on the BeastlyAds Platform, including without limitation trademarks, trade dress, inventions, algorithms, computer programs (in source code and object code), customer and marketing information and other content (“BeastlyAds IP”), whether registered or unregistered, which may be protected by copyright, trademark, patent, trade secrets, know how, and/or other laws of the United States and other countries. You acknowledge that all intellectual property rights for that BeastlyAds IP are the exclusive property of BeastlyAds and/or its licensors and agree that you will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices. You may not use, copy, adapt, modify, prepare derivative works of, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast or otherwise exploit any BeastlyAds IP accessed through the BeastlyAds Platform except to the extent you are the legal owner of that BeastlyAds IP, subject to the terms of Section 4.8 (Content Policy) or as expressly permitted in these Terms.

5.10. Force Majeure.

BeastlyAds shall not be liable for any delay or failure to perform resulting from abnormal or unforeseeable circumstances outside its reasonable control, the consequences of which would have been unavoidable despite all efforts to the contrary, including, but not limited to, acts of god, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, pandemics, epidemics or disease, strikes or shortages of transportation facilities, fuel, energy, labor or materials.

5.11. Email Communications.

You will receive administrative communications from us using the email address or other contact information you provide for your User Account. You may also receive promotional emails from us. No fee is charged for these promotional emails, but third- party data rates could apply. You can control whether you receive promotional emails using the notification preferences in your account settings. Please note that you will not be able to take advantage of certain promotions if you disable certain communication settings or do not have a User Account.

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