Terms & Conditions

Article 1, Definitions

• Adbrains: Adbrains B.V., based in Rotterdam (Chamber of Commerce no. 89161394).
• Client: the legal entity or natural person entering into an agreement with Adbrains.
• Services: AI-powered Google Ads automation software, consultancy and related services.
• Agreement: the subscription or service agreement between the Client and Adbrains.

Article 2, Applicability

These terms apply to all offers, agreements and deliveries of Adbrains. Deviations are only valid if agreed in writing. The applicability of the Client's own purchasing terms is expressly rejected.

Article 3, Formation of agreement

An agreement is formed upon acceptance of an offer from Adbrains or by signing an order confirmation. Verbal arrangements are only binding after written confirmation by Adbrains.

Article 4, Services

Adbrains provides best-effort services. Adbrains does not guarantee specific results regarding clicks, conversions, revenue or ad positions, unless expressly agreed in writing. Adbrains reserves the right to interrupt the service for maintenance.

At Adbrains, we work with AI. We use it to write ad texts, suggest keywords, optimise bidding strategies and analyse your campaigns. AI is a powerful tool, but not a guarantee of perfect output. By entering into an agreement with Adbrains, the Client expressly acknowledges that AI systems can make mistakes, generate inaccurate or unsuitable content, and are not infallible. Adbrains is never liable for any direct or indirect damage resulting from errors, inaccuracies or unsuitable statements in AI-generated output.

Article 5, Client obligations

The Client grants timely access to the required accounts (Google Ads, Google Analytics, etc.) and provides accurate and complete information. Failure to comply entitles Adbrains to suspend performance without any obligation to pay compensation.

The Client is at all times solely responsible for the content of all ad texts, images, keywords and other campaign materials, including content wholly or partially generated by Adbrains' AI tools. We therefore ask you to carefully review all content delivered or published by Adbrains for accuracy, legality and suitability for your business.

If you object to the content of any ad texts, images or other campaign materials, you are required to notify Adbrains in writing within two (2) business days of delivery or publication, by email ([email protected]) or WhatsApp. If the Client does not raise a written objection within this period, the relevant content is deemed to have been silently approved. Adbrains is not liable for any damage arising from content that has been approved or silently accepted by the Client. The Client expressly indemnifies Adbrains against all third-party claims relating to the content of campaign materials that were not objected to within the stated period.

Article 6, Fees & payment

Fees are based on the subscription agreed at the start and are charged every 30 days in advance. Payment is made exclusively by direct debit on a subscription basis.

By completing the first payment themselves, the Client expressly authorises Adbrains to automatically collect the subscription fee every 30 days from the specified payment method. This first payment serves as a direct debit mandate for all subsequent instalments for the full duration of the agreement. The Client is required to keep the specified payment method active and sufficiently funded.

Adbrains reserves the right to adjust fees annually. In the event of a failed or reversed payment, statutory commercial interest is due from the due date. Adbrains is entitled to suspend its services until the outstanding payment has been settled.

Article 7, Term & termination

The agreement is entered into for an indefinite period, unless otherwise agreed. Either party may terminate the agreement with one calendar month's notice. Termination by the Client is made exclusively via the client portal by clicking “Cancel” on the relevant subscription. Termination by Adbrains is made in writing via [email protected]. After termination, the Client remains liable for the fee until the end of the current subscription period.

Article 8, Intellectual property

All software, scripts, algorithms, reports and analyses developed by Adbrains are and remain the property of Adbrains. The Client receives only a non-exclusive right of use for the duration of the agreement.

Article 9, Liability

Adbrains acts exclusively on behalf of and in the name of the Client. The advertising accounts, advertising budget and all campaigns are and remain the property of and the responsibility of the Client. By granting Adbrains access to their accounts, the Client expressly authorises Adbrains to act on their behalf. The Client, as principal, is at all times solely responsible for all actions taken by Adbrains in their name, including changes to campaigns, bids, ad texts and budgets.

Adbrains is not liable for any damage arising from the execution of work on behalf of the Client. Adbrains is also not liable for indirect damage, consequential damage, lost profits, loss of revenue or reputational damage, regardless of the cause. Adbrains is solely liable for damage that is the direct result of intent or wilful misconduct on the part of Adbrains. In all other cases, liability is expressly excluded.

As described in Article 4, we work with AI, and AI is not infallible. Adbrains is not liable for any direct or indirect damage resulting from errors, inaccuracies or unsuitable statements in AI-generated ad texts, keywords, bids or other campaign content, even if that content was already published. The Client expressly indemnifies Adbrains against all third-party claims relating to the content of AI-generated or Adbrains-published campaign materials, to the extent that the Client did not raise an objection within the period stated in Article 5.

Article 10, Force majeure

Adbrains is not obliged to fulfil any obligation if this is the result of force majeure, including disruptions at Google, Meta or other external platforms, DDoS attacks, pandemics or government measures.

Article 11, Confidentiality

The parties treat all information received from each other in the context of the agreement as confidential. This obligation continues after termination of the agreement.

Article 12, Governing law & disputes

Dutch law applies to all agreements. Disputes are submitted exclusively to the competent court in the district of Rotterdam, unless the parties agree to arbitration.

Article 13, Privacy and processing of personal data

In delivering its services, Adbrains processes personal data on behalf of the Client. Adbrains acts as processor within the meaning of the General Data Protection Regulation (GDPR); the Client is the controller.

This processing is governed by the Data Processing Agreement. By entering into an agreement with Adbrains, the Client also accepts the Data Processing Agreement.